EXHIBIT 31.2


                                 CERTIFICATIONS

        I, Thomas Bates, certify that:

        1. I have reviewed this Form 10-QSB of Legends Financial Holdings, Inc.;

        2. Based on my knowledge, this report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this report;

        3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects,
the financial condition, results of operations and cash flows of the registrant
as of, and for, the periods presented in this quarterly report;

        4. The registrant's other certifying officer and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

        (a) Designed such disclosure controls and procedures to ensure that
        material information relating to the registrant, including its
        consolidated subsidiaries, is made known to us by others within those
        entities, particularly during the period in which this quarterly report
        is being prepared;

        (b) Evaluated the effectiveness of the registrant's disclosure controls
        and procedures as of a date within 90 days prior to the filing date of
        this quarterly report (the "Evaluation Date"); and

        (c) Presented in this quarterly report our conclusions about the
        effectiveness of the disclosure controls and procedures based on our
        evaluation as of the Evaluation Date;

        5. The registrant's other certifying officer and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of the registrant's board of directors:

        (a) All significant deficiencies in the design or operation of internal
        control over financial reporting which could adversely affect the
        registrant's ability to record, process, summarize and report financial
        information and have identified for the registrant's auditors any
        material weaknesses in internal controls; and

        (b) Any fraud, whether or not material, that involves management or
        other employees who have a significant role in the registrant's internal
        controls; and

        6. The registrant's other certifying officer and I have indicated in
this quarterly report whether or not there were significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.


August 8, 2003


/s/ Thomas Bates
- -----------------------------------
Thomas Bates
Chief Financial Officer