EXHIBIT 31.2
                                 CERTIFICATIONS

I, Jonathan A. Shaw, certify that:

     1.   I have reviewed this quarterly  report on Form 10-QSB of Transnational
          Industries, Inc.;

     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 small business issuer as of, and for, the periods  presented in
          this report;

     4.   The small  business  issuer's  other  certifying  officer(s) 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))
          for the small business issuer 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
               small business issuer,  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 small business  issuer'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

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

     5.   The small  business  issuer's other  certifying  officer(s) and I have
          disclosed,  based on our most recent  evaluation  of internal  control
          over financial reporting,  to the small business issuer's auditors and
          the audit committee of the small business  issuer'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  small
               business  issuer'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  small
               business issuer's internal control over financial reporting.

Date: June 14, 2004

/S/    Jonathan A. Shaw
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Jonathan A. Shaw
President and Chief Executive Officer
(principal executive officer)