Exhibit  31.2
                 CERTIFICATION  OF  CHIEF  FINANCIAL  OFFICER

I,  Walter  Thomsen,  certify  that:

1.  I  have  reviewed  this  quarterly  report  on  Form 10-QSB of Proteo, 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  statements  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.  I  am  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  small  business  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  small  business  issuer, including its
consolidated  subsidiaries, is made known to me 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  small  business  issuer's disclosure
controls  and  procedures  and presented in this report my 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 changes in the small business issuer's internal
control  over  financial  reporting  that  occurred  during  the  small business
issuer's  most  recent  fiscal  quarter  that  has  materially  affected,  or is
reasonable  likely  to  materially  affect, the small business 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  small  business  issuer's auditors and the audit
committee  of  small business issuer's board of directors (or persons performing
the  equivalent  functions):

a.  all  significant  deficiencies  and  material  weaknesses  in  the design or
operation  of  internal  controls  over financial reporting which are reasonable
likely  to  adversely  affect  the  small  business  issuer's ability to record,
process,  summarize  and  report  information;  and

b.  any  fraud,  whether  or  not  material,  that  involves management or other
employees  who  have  a significant role in the small business issuer's internal
controls  over  financial  reporting.



Date:     August  12,  2004                         By:  /s/  Walter  Thomsen
                                                  ------------------------------
                                                  Walter  Thomsen
                                                  Chief  Financial  Officer