Exhibit 31.2

                    CERTIFICATION OF CHIEF FINANCIAL OFFICER
                PURSUANT TO THE SECURITIES EXCHANGE ACT OF 1934,
                            RULES 13a-14 AND 15d-14
                             AS ADOPTED PURSUANT TO
                 SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the amended Annual Report of Millenium Holding Group, Inc.
(the "Company") on Form 10-KSB/A for the period ending December 31, 2004 as
filed with the Securities and Exchange Commission on the date hereof (the
"Report"), I, Richard Ham, Chief Financial Officer of the Company, certify,
pursuant to Rules 13a-14 and 15-d14 of the Securities Exchange Act of 1934 (the
"Exchange Act"), as adopted pursuant to ss.302 of the Sarbanes-Oxley Act of
2002, that:

(1)  I have reviewed this Report;

(2)  Based upon 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 upon 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 Company, as of, and for, the periods presented in this Report;

(4)  I and the other certifying officers of the Company are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-13(e) and 15d-15(e) ) for the Company 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
          Company, including any 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's disclosure controls and
          procedures and presented in this Report my 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's internal control
          over financial reporting that occurred during the Company's most
          recent fiscal quarter (the Company's fourth fiscal quarter in the case
          of an annual report) that has materially affected, or is reasonably
          likely to materially affect, the Company's internal control over
          financial reporting; and

(5)  I and the other certifying officers have disclosed, based on our most
     recent evaluation of internal control over financial reporting, to the
     Company's auditors and to 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 control over financial reporting which are
          reasonably likely to adversely affect the Company'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
          control over financial reporting.


/s/ Richard Ham
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Richard Ham
Chief Financial Officer
August 15, 2005