EXHIBIT 31.2

                                 CERTIFICATIONS
            Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Susan E. Leaverton, certify that:

         1.   I have  reviewed  this  quarterly  report  on Form  10-Q of  Shore
              Bancshares, Inc.;

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

         3.   Based  on  my  knowledge,  the  financial  statements,  and  other
              financial  information  included in this quarterly 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  officers and I are responsible
              for   establishing   and  maintaining   disclosure   controls  and
              procedures  (as  defined  in  Exchange  Act  Rules  13a-15(e)  and
              15d-15(e)) for the registrant and have:

              a.   Designed such disclosure  controls and procedures,  or caused
                   such disclosure  controls and procedures to be designed under
                   our supervision, 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; and

              b.   Evaluated the  effectiveness of the  registrant's  disclosure
                   controls  and  procedures  and  presented  in this  quarterly
                   report  our  conclusions   about  the  effectiveness  of  the
                   disclosure  controls  and  procedures,  as of the  end of the
                   period covered by this report based on such evaluation; and

              c.   Disclosed  in this  report  any  change  in the  registrant's
                   internal  control  over  financial  reporting  that  occurred
                   during the  registrant's  most  recent  fiscal  quarter  (the
                   registrant's  fourth fiscal  quarter in the case of an annual
                   report) that has materially affected, or is reasonably likely
                   to materially affect, the registrant's  internal control over
                   financial reporting; and

         5.   The registrant's  other certifying  officers and I have disclosed,
              based on our most  recent  evaluation  of  internal  control  over
              financial  reporting,  to the registrant's  auditors and the audit
              committee  of the  registrant's  board of  directors  (or  persons
              performing the equivalent functions):

              a.   All significant  deficiencies and material  weaknesses in the
                   design  or  operation  of  internal  control  over  financial
                   reporting which are reasonably likely to adversely affect the
                   registrant's ability to record, process, summarize and report
                   financial information; and

              b.   Any fraud, whether or not material,  that involves management
                   or  other  employees  who  have  a  significant  role  in the
                   registrant's internal control over financial reporting.



Date: August 14, 2003             By:  /s/ Susan E. Leaverton
                                      ----------------------------------------
                                      Susan E. Leaverton, CPA
                                      Treasurer and Principal Accounting Officer