**EXHIBIT
      31.2**




**OFFICER’S
      CERTIFICATE**


**PURSUANT
      TO SECTION 302***




I,
      Jay P.
      Nash, Chief Financial Officer, certify that:




1. 
      I have reviewed this form 10-QSB for the fiscal quarter ended September 30,
      2006
      of European Micro 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 small business issuer
      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)) 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)  Omitted;




(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 Registrant’s other certifying officer(s) and I have disclosed, based on my
      most recent evaluation of internal control over financial reporting, to the
      small business issuer’s auditors and the audit committee of the 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 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




(b) 
      Any fraud, whether or not material, that involves management or other employees
      who have a significant role in the small business issuer’s internal control over
      financial reporting.


Date:
                November 8, 2006
            By:
            */s/
              Jay P. Nash*Name:
                        Jay P. Nash
                        Title:
                          Chief Financial
                          Officer




*The
      introductory portion of paragraph 4 of the Section 302 certification that refers
      to the certifying officers’ responsibility for establishing and maintaining
      internal control over financial reporting for the company, as well as paragraph
      4(b), have been omitted in accordance with Release No. 33-8618 and 34-52492
      (September 22, 2005) because the compliance period has been extended for small
      business issuers until the first fiscal year ending on or after July 15,
      2007.