| 1.     | I have      reviewed this report on Form 10-KSB for year ended July 31, 2008 of Wave      Uranium Holding.                                                                                                                                                                                                                                                                                   |
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| 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 in order 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;                                                 |
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| 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;                                                                  |
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| 4.     | The small      business issuer’s other certifying officer and I am 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 small business issuer and      have: |
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|   | 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 the annual report is      being prepared; |
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|   | b)                                                                                                                                                                                                                                                                                                                                                                                           | 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 accountingprinciples |
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|   | c)                                                                                                                                                                                                                                                                                                                                                                                           | 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 |
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|   | d)                                                                                                                                                                                                                                                                                                                                                                                           | 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; |
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| 5.     | The small      business issuer’s other certifying officer 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 small      business issuer’s board of directors (or persons performing the equivalent      function):                       |
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|   | 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 |
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|   | b)                                                                                                                                                                                                                                                                                                                                                                                           | any fraud,      whether or not material, that involves management or other employees who      have a significant role in the small business issuer’s control over      financial reporting. |

| Date:      November 12, 2008 | By:    /s/      Christopher J. LeClerc                                                                      |
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|                         |               Christopher J. LeClerc                                                              |
|                         |               Director, Chief Financial Officer (principal accounting      and financial officer) |