Exhibit 31.2


CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
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I, GEORGE SHARP, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of SHARP HOLDING
     CORPORATION;

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
     Sharp Holding Corporation as of, and for, the periods presented in this
     report;

4.   Sharp Holding Corporation'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)) for Sharp Holding
     Corporation 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 Sharp Holding Corporation,
     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 Sharp Holding Corporation'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 Sharp Holding Corporation's
     internal control over financial reporting that occurred during Sharp
     Holding Corporation's most recent fiscal quarter that has materially
     affected, or is reasonably likely to materially affect, Sharp Holding
     Corporation's internal control over financial reporting; and

5.   Sharp Holding Corporation's other certifying officer and I have disclosed,
     based on our most recent evaluation of internal control over financial
     reporting, to Sharp Holding Corporation's auditors and the audit committee
     of Sharp Holding Corporation'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 Sharp Holding Corporation'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 Sharp Holding Corporation's
     internal control over financial reporting.

Date: NOVEMBER 19, 2003

/S/ GEORGE SHARP
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GEORGE SHARP
CHIEF ACCOUNTING OFFICER OF SHARP HOLDING CORPORATION


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