EXHIBIT 31.2

                     Rule 13a-14(a)/15d-14(a) Certification

                                  of Dean Ward

                                  Certification

I, Dean Ward, certify that:

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

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 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 registrant as of, and for, the periods presented in this Report.

4.       The registrant's other certifying officers, and I each 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 we 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)       Designed such internal controls 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;

         c)       Evaluated the effectiveness of the registrant's disclosure
                  controls 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

         d)       Disclosed in this Report any change in our internal control
                  over financial reporting that occurred during our most recent
                  fiscal quarter that has materially affected, or is reasonably
                  likely to materially affect our internal control over
                  financial reporting; and

5.       The registrant's other certifying officers and I have disclosed, based
         on our most recent evaluation of internal control over financial
         reporting, to the registrant's auditors and the audit committee of
         registrant's board of directors (or persons performing the equivalent
         function, if any):

         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
                  registrant's control over financial reporting.



Dated: August 13, 2004                      /s/ Dean Ward
                                            ----------------------------------
                                            Dean Ward, Chief Financial Officer