EXHIBIT 31.2
                                                               ------------

                 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
April 30, 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:  June 14, 2007

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