EXHIBIT
31.2                                           
Certifications
 
 I,
Wang, Xiao Jun, certify that:
 
 1. I have
reviewed this amendment to annual report on Form 10-K/A No. 2 of
China International Tourism Holdings Ltd (the "small business
issuer")
  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 small business
issuer as of, and for, the periods presented in this report;
  4. The
small business issuer's 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
small business issuer 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 small business issuer, 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 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
  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; and
  5. The
small business issuer's other certifying officer and I have disclosed, based on
our most recent evaluation, to the small business issuer's auditors and the
audit committee of small business issuer's board of directors (or persons
performing the equivalent functions):
  a) all
significant deficiencies and material weaknesses in the design or operation of
internal controls which are reasonably likely to adversely affect the small
business issuer'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 controls, (all of which do not
apply).
 
 Date:
September 2 , 2008
 
 
 
 /s/ Wang, Xiao
Jun
 Wang,
Xiao Jun
 Chief
Financial Officer