Attached files

file filename
EX-32 - EXHIBIT 32.1 - CATO CORPcato10ka2015cover-ex321clean.htm
EX-32 - EXHIBIT 32.2 - CATO CORPcato10ka2015cover-ex322clean.htm
EX-31 - EXHIBIT 31.1 - CATO CORPcato10ka2015cover-ex311clean.htm
10-K/A - FORM 10-K/A - CATO CORPcato10ka2015cover-v2.htm

EXHIBIT 31.2

     PRINCIPAL FINANCIAL OFFICER CERTIFICATION PURSUANT TO SECURITIES EXCHANGE ACT OF 1934 RULE 13a-14(a)/15d-14(a), AS ADOPTED

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, John R. Howe, certify that:

1.      I have reviewed this Annual Report on Form 10-K/A of The Cato Corporation (the “registrant”);
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;

Date: January 13, 2017

/s/ John R. Howe
John P. D. Cato
Executive Vice President
Chief Financial Officer