EXHIBIT 31.2

                                  CERTIFICATION

I, Francis Mailhot, certify that:

1. I have reviewed this annual report on Form 10-QSB of MILLENNIUM CAPITAL
VENTURE HOLDINGS, INC.(the "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 Issuer as of,
and for, the periods presented in this report;

4. The 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)) for the 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 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 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 Issuer's internal control over
financial reporting that occurred during the Issuer's fourth fiscal quarter
ending November 30, 2004 that has materially affected, or is reasonably likely
to materially affect, the Issuer's internal control over financial reporting.

5. The Issuer's other certifying officer and I have disclosed, based on our most
recent evaluation of internal control over financial reporting, to the Issuer's
auditors and the audit committee of the 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 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 Issuer's internal control over
financial reporting.

By: /s/ Francis Mailhot
    ---------------------------
    Francis Mailhot
    President, Principal Financial Officer,
    Principal Accounting Officer,
    Chairman of the Board of Directors

 Dated: June 16, 2005