EXHIBIT 31.2
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                 CERTIFICATION PURSUANT TO SECTION 302 OF THE
                          SARBANES-OXLEY ACT OF 2002


      I, JAMES J. WILLIAMS, certify that:

      1.  I have reviewed this Quarterly Report on Form 10-QSB of QUESTAR
ASSESSMENT, INC. ("the Company") for the quarter ended July 31, 2007.

      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 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 Company 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)) and internal
control over financial reporting (as defined in Exchange Act Rules 13a-
15(f) and 15d-15(f)) 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, 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 Company 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 Company internal
control over financial reporting that occurred during the Company most
recent fiscal quarter (the Company first fiscal quarter in the case of
an annual report) that has materially affected, or is reasonably likely
to materially affect, the Company internal control over financial
reporting; and

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

Date:  September 14, 2007


                                     /s/ JAMES J. WILLIAMS
                                     ---------------------------
                                     Chief Financial Officer