**Exhibit 31.2**

** **

**CERTIFICATION OF PRINCIPAL FINANCIAL OFFICERPURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002**

 

I, Marijo L. Ahlgrimm, Chief Financial Officer of theregistrant, certify that:

 

1)                   I have reviewedthis quarterly report on Form 10-Q of Kaiser Group Holdings, Inc.;

 

2)                   Based on myknowledge, this quarterly report does not contain any untrue statement of amaterial fact or omit to state a material fact necessary to make the statementsmade, in light of the circumstances under which such statements were made, notmisleading with respect to the period covered by this quarterly report;

 

3)                   Based on myknowledge, the financial statements, and other financial information includedin this quarterly report, fairly present in all material respects the financialcondition, results of operations and cash flows of the registrant as of, andfor, the periods presented in this quarterly report;

 

4)                   Theregistrant’s other certifying officer and I are responsible for establishingand maintaining disclosure controls and procedures (as defined in Exchange ActRules 13a-15(e) and 15d-15(e)) for the registrant and we have:

 

a)                   designed suchdisclosure controls and procedures, or caused such disclosure to be designedunder our supervision to ensure that material information relating to theregistrant, including its consolidated subsidiaries, is made known to us byothers within those entities, particularly during the period in which thisquarterly report is being prepared;

 

b)                  evaluated theeffectiveness of the registrant’s disclosure controls and procedures andpresented in this report our conclusions about the effectiveness of thedisclosure controls and procedures as of the end of the period covered by thisreport based on such evaluation; and

 

c)                   disclosed in thisreport any change in the registrant’s internal control over financial reportingthat occurred during the registrant’s most recent fiscal quarter (theregistrant’s fourth fiscal quarter in the case of an annual report) that hasmaterially affected, or is reasonably likely to materially affect theregistrant’s internal control over financial reporting.

 

5)                   Theregistrant’s other certifying officer and I have disclosed, based on our mostrecent evaluation of internal control over financial reporting, to theregistrant’s auditors and the audit committee of the registrant’s board ofdirectors (or persons performing the equivalent function):

 

a)                   all significantdeficiencies in the design or operation of internal controls over financialreporting which are reasonably likely to adversely affect the registrant’sability to record, process, summarize and report financial information; and

 

b)                  any fraud,whether or not material, that involves management or other employees who have asignificant role in the registrant’s internal controls; and

 

6)                   Theregistrant’s other certifying officer and I have indicated in this quarterlyreport whether or not there were significant changes in internal controls or inother factors that could significantly affect internal controls subsequent tothe date of our most recent evaluation, including any corrective actions withregard to significant deficiencies and material weaknesses.

 

 
| August 14,  2003 | /s/  Marijo L. Ahlgrimm |                                                   |
|-----------------------|-------------------------|--------------------------------------------------------|
|                  |                    | Marijo  L. Ahlgrimm,                                   |
|                  |                    | Executive  Vice President and  Chief Financial Officer |
|                       |                         |                                                        |  |

 

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