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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;                                                                                                                                                                                                                                                                                                       
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|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:                                                                                                                       
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|   | a.                                                                                                                                                                                                                                                                                                                                                               
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|   | b.                                                                                                                                                                                                                                                                                                                                                               
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|   | c.                                                                                                                                                                                                                                                                                                                                                               
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|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 26, 2004 | By: | /s/ Griffin Jones                            
|--------------------- | --- | ---------------------------------------------
|                      |     | Griffin Jones                                
|                      |     | Treasurer, CEO, Principal Accounting Officer,
|                      |     | Secretary & Director                         

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