CERTIFICATION I, Sun Dongquing, Chief Financial Officer of Great China International Holdings, Inc., certify that: 1.
     I have reviewed the annual report on Form 10-K for the year
ended December 31, 2007 as amended by Amendment No. 1 on Form 10-K/A of Great China International Holdings, 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
         registrant as of, and for, the periods presented in this report;  4.
     The registrant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)) and internal  control over
         financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) of the registrant 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
                  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  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;  c)
     Evaluated the effectiveness of the registrant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  d)
     Disclosed in this report any change in the  registrants  internal  control over financial  reporting
                  that occurred  during the  registrants  most recent fiscal quarter (the  registrants  fourth fiscal
                  quarter in the case of an annual  report)  that has  materially  affected,  or is  reasonably  likely to
                  materially affect, the registrants internal control over financial reporting; and  5.
     The  registrants  other  certifying  officer(s) 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 the
         registrant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 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 internal control over financial reporting.   August 26, 2008
     
     By:
     /s/ Sun DongqingSun Dongquing, Chief Financial Officer(Principal Financial and Accounting Officer)