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Exhibit 31.2

FORM OF OFFICER'S CERTIFICATE 
  PURSUANT TO SECTION 302

The undersigned Treasurer, CEO, Principal Accounting Officer,
  Secretary & Director of Alternet Systems, Inc., hereby certifies that:

|1. | I have reviewed this annual report on
        Form 10-KSB;                                                                                                                                                                                                                                                                                                       
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|  
|2. | Based on my knowledge, this annual 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 annual report;
|  
|3. | Based on my knowledge, the financial statements,
        and other financial information included in the report, fairly present
        in all material respects the financial condition, results of operations
        and cash flows of the issuer as of, and for, the periods presented in
        this annual report;                                        
|  
|4. | The Company’s other certifying officers
        and I are responsible for establishing and maintaining "disclosure controls
        and procedures" (as defined in Exchange Act Rules 13a-14 and 15d-14) for
        the Company and have:                                                                                                                       
|  
|   | a.                                                                                                                                                                                                                                                                                                                                                               
|  
|   | b.                                                                                                                                                                                                                                                                                                                                                               
|  
|   | c.                                                                                                                                                                                                                                                                                                                                                               
|  
|5. | The Company’s other certifying officers
        and I have disclosed based on our most recent evaluation, to the Company's
        auditors and to the audit committee of the board of directors (or persons
        fulfilling the equivalent function):                                                                                                        
|  
|   | a.                                                                                                                                                                                                                                                                                                                                                               
|  
|   | b.                                                                                                                                                                                                                                                                                                                                                               

|Dated: March 30, 2005 | By: | /s/ Griffin Jones                            
|--------------------- | --- | ---------------------------------------------
|                      |     | Griffin Jones                                
|                      |     | Treasurer, CEO, Principal Accounting Officer,
|                      |     | Secretary & Director                         

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