Exhibit 31.2


                                 CERTIFICATIONS
            Certification of CFO pursuant to Securities Exchange Act
      rules 13a-15 and 15d-15(c) as adopted pursuant to section 302 of the
                          Sarbanes-Oxley act of 2002.


I, John J. Cousins, certify that:

1.    I have reviewed this report on Form 10-QSB of Advanced Optics Electronics,
Inc. (the "Registrant");

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.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange  Act Rules  13a-15  and  15d-15(c))  for the  registrant  and have:  a)
designed  such  disclosure  controls  and  procedures  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  quarterly  report is being  prepared;  b)  evaluated  the
effectiveness  of  the  registrant's  disclosure  controls  and  procedures  and
presented in this quarterly  report our conclusions  about the  effectiveness of
the disclosure  controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the "Evaluation  Date");  and c) presented
in  this  quarterly  report  our  conclusions  about  the  effectiveness  of the
disclosure  controls and procedures based on our evaluation as of the Evaluation
Date;

5.    The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, 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 in the design or operation of
internal controls which are reasonably likely to adversely affect the
registrant's ability to record, process, summarize and report financial data and
have identified for the registrant's auditors any material weaknesses in
internal controls; and b) any fraud, whether or not material, that involves
management or other employees who have a significant role in the registrant's
internal controls; and

6.    The registrant's other certifying officers and I have indicated in this
quarterly report whether there were significant changes in internal controls or
in other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

Date: November 14, 2003


/s/ JOHN J. COUSINS
------------------------------
JOHN J. COUSINS
Chief Financial Officer
(Principal Accounting Officer)