EXHIBIT  31.2

                                  CERTIFICATION

I, Eric S.  Yonenson,  Chief  Financial  Officer of  Critical  Home Care,  Inc.,
certify that:

1.   I have reviewed this Periodic  Report on Form 10-QSB of Critical Home Care,
     Inc.

2.   Based on my  knowledge,  this  Periodic  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 Periodic Report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in  this  Periodic  Report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows of the  registrant  as of,  and for,  the  period  presented  in this
     Periodic Report;

4.   The  registrants  other  certifying  officer  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:

          i.   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 which this report is being prepared;

          ii.  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 generally accepted accounting principles;

          iii. Evaluated  the   effectiveness  of  the  registrants   disclosure
               controls  and   procedures  and  presented  in  this  report  our
               conclusions  about the  effectiveness of the disclosure  controls
               and procedures,  as of the period covered by this report based on
               such evaluation; and

          iv.  Disclosed in this report any changes in the registrants  internal
               control  over  financial   reporting  that  occurred  during  the
               registrants  most  resent  fiscal  quarter  that  has  materially
               affected,  or is  reasonably  likely to  materially  affect,  the
               registrants internal control over financial reporting; and


5.   The registrants other certifying officer and I have disclosed,  based on my
     most recent evaluation of internal control over financial reporting, to the
     registrants  auditors and the audit committee of the  registrants  board of
     directors( or persons performing the equivalent functions):

          i.   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 registrants
               ability to record financial information; and


          ii.  Any fraud,  whether or not material,  that involves management or
               other employees who have a significant  role in the  registrant's
               internal controls over financial reporting.



Dated: August 19, 2003                                   /s/ Eric S. Yonenson
                                                        -----------------------
                                                        Eric S. Yonenson
                                                        Chief Financial Officer