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Exhibit 31.2
Certification of CFO Pursuant to Securities Exchange Act
Rule 13a-14(a) / 15d-14(a) as Adopted Pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
I, J. Kimbrough Davis, certify that:
1. I have reviewed this annual report on Form 10-K of Capital City Bank Group,
 
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 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-15(e) and 15d-15(e))
 
and internal control over financial reporting (as defined
in Exchange Act Rules 13a-15(f) and 15d-15(f)) 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 report is
being prepared;
(b)
 
Designed such internal control over financial reporting, or caused such internal
 
control over financial
reporting to be designed under our supervision, to provide reasonable assurance
 
regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in accordance
 
with generally accepted
accounting principles;
(c)
 
Evaluated the effectiveness of the registrant’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
(d)
 
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