EX-31 2 hhc_ex31-063006.htm EX. 31 TO HHC 10Q, 6/30/06 EX-31 Certifications required under section 302 of the Sarbanes-Oxley Act of 2002
                                                                                                                Exhibit 31.1

                                          Certification of Chief Executive Officer

I, George A. Schloegel, certify that:

     1.  I have reviewed this quarterly report on Form 10-Q of Hancock Holding Company;

     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 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 officer 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 9, 2006

                                                                             By:   /s/ George A. Schloegel
                                                                                 -----------------------------------
                                                                                     George A. Schloegel
                                                                                     Vice-Chairman of the Board &
                                                                                     Chief Executive Officer
                                                                                                                Exhibit 31.2

                                          Certification of Chief Financial Officer

I, Carl J. Chaney, certify that:

     1.  I have reviewed this quarterly report on Form 10-Q of Hancock Holding Company;

     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 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 officer 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 9, 2006

                                                                             By:   /s/ Carl J. Chaney
                                                                                 ---------------------------------------
                                                                                     Carl J. Chaney
                                                                                     Executive Vice President &
                                                                                     Chief Financial Officer