EXHIBIT 31.1

                        CERTIFICATION OF CFO PURSUANT TO
                 SECURITIES EXCHANGE ACT RULES 13A-14 AND 15D-14
                             AS ADOPTED PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Eric Hopkins, the Chief Financial Officer of IR BioSciences Holdings, Inc.,
certify:

1.   I have  reviewed  this  annual  report on Form  10-KSB of  IR BioSciences
     Holdings, Inc. (the "registrant");

2.   Based on my  knowledge,  this  annual  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 annual report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information included in this annual 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 annual report;

4.   The  registrant's  other  certifying  officer  and  I are  responsible  for
     establishing  and  maintaining  our disclosure  controls and procedures (as
     defined in Exchange Act Rules  13a-15(e) and  15d-15e)) for the  registrant
     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
         registrant,  is  made  known   to us by  others  within  the  entities,
         particularly  during the  period in which this annual  report was 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 accounting  principles  generally
         accepted in the United States of America.

     (c) Evaluated the effectiveness of the registrant's disclosure controls and
         procedures  and presented in this annual report our  conclusions  about
         the effectiveness of the disclosure  controls and procedures as the end
         of the period covered by this report based on such evaluation; and

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

5.   The registrant's  other certifying  officer and I have disclosed,  based on
     our most recent evaluation of internal control over financial reporting, 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 and material weaknesses in the design or
          operation  of internal  control  over  financial  reporting  which are
          reasonably  likely to  adversely  affect the  registrant'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  registrant's  internal
         control over financial reporting.

Date:  May 18, 2004                     /s/ Eric Hopkins
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                                          Eric Hopkins, Chief Financial Officer