EXHIBIT 31.2
                                  CERTIFICATION

I, Jeffrey G. McGonegal, certify that:

     1. I have reviewed this annual report on Form 10-K of Cambridge Holdings,
Ltd. (the "Company");

     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 the Company as of,
and for, the periods presented in this report.

     4. The Company'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)) and internal control over financial
reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the
Company 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 Company, 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) 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 Company'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


                d) Disclosed in this report any change in the Company's internal
control over financial reporting that occurred during the Company's most recent
fiscal quarter (the Company's fourth fiscal quarter in the case of an annual
report) that has materially affected, or is reasonably likely to materially
affect, the Company's internal control over financial reporting; and

     5. The Company's other certifying officer and I have disclosed, based on
our most recent evaluation of internal control over financial reporting, to the
Company's auditors and the Company'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 Company'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 Company's internal
          control over financial reporting.

Date: September 28, 2009                 By: /s/ Jeffrey G. McGonegal
                                            -------------------------
                                         Jeffrey G. McGonegal
                                         Senior Vice President- Finance and
                                         Chief Financial Officer


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