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> EXHIBIT 31.2CERTIFICATIONS

I, John Xinos, certify that:

1. I have reviewed this 10-QSB of Mistral Ventures, 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 small business issuer'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)) 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:
   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;
    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;
    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
    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.
5. 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;
6. 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;
7. 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
8. 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.



|Date: November 8, 2006 | /s/ John Xinos__________________________________
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|                       | John Xinos, Chief Financial Officer             



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