EXHIBIT 31.2


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

I, Starcia Chang,  Chief Financial  Officer and Secretary  (Principal  Financial
Officer), certify that:

1.       I have  reviewed this  quarterly  report on Form 10-QSB for the quarter
ended June 30, 2004 of Visual Frontier, 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
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 small business
issuer as of, and for, the periods presented in this report;

4.       The  small  business  issuer's  other  certifying  officers  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 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 us by others within
those  entities,  particularly  during the period in which this  report is being
prepared;

         b.       evaluated the  effectiveness  of the small  business  issuer'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 the small  business
issuer's  internal  control over financial  reporting  that occurred  during the
small business  issuer's most recent quarter (the small business issuer's fourth
fiscal quarter in the case of an annual report) that has materially affected, or
is reasonably likely to materially  affect, the small business issuer's internal
control over financial reporting; and

5.       The  small  business  issuer's  other  certifying  officers  and I have
disclosed,  based  on our  most  recent  evaluation  of  internal  control  over
financial  reporting,  to the small  business  issuer's  auditors  and the audit
committee  of the  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  control over  financial  reporting  which are
reasonably  likely to adversely  affect the small business  issuer'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 small business  issuer's
internal controls over financial reporting.


                                            By: /s/ Starcia Chang
                                              ----------------------------------
                                              Starcia Chang
                                              Chief Financial Officer and
                                              Secretary

August 20, 2004