EXHIBIT 31
STATEMENT FURNISHED PURSUANT TO SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002, 18 U.S.C. SECTION 1350
I, Robert C. White, certify that:
1. I have reviewed this quarterly report on Form 10-QSB of Wake
Forest Bancshares, 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 issuer as of, and for, the
periods presented in this report;
4. I am responsible for establishing and maintaining disclosure
controls and procedures (as defined in Exchange Act Rules
13a-15(e) and 15d-15(e) for the issuer 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 issuer,
including its consolidated subsidiaries, is made
known to us by others within those entities,
particularly during the period in which this report
is being prepared;
b. Evaluated the effectiveness of the issuer's
disclosure controls and procedures and presented in
this 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 issuer's
internal control over financial reporting that
occurred during the issuer's most recent fiscal
quarter that has materially affected, or is
reasonably likely to materially affect, the issuer's
internal control over financial reporting; and
5. I have disclosed, based on my most recent evaluation of
internal control over financial reporting, to the issuer's
auditors and the audit committee of issuer's board of
directors (or persons performing the equivalent function):
a. All significant deficiencies and material weaknesses
in the design or operation of internal controls over
financial reporting which are reasonably likely to
adversely affect the issuer'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 issuer's internal controls over financial
reporting.
Date: February 11, 2005 /s/ Robert C. White
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Robert C. White
Chief Executive Officer
and Chief Financial Officer