Exhibit 31.2

                            SECTION 302 CERTIFICATION


I, Katherine A. Ostruszka, certify that:

      1.    I have  reviewed  this  quarterly  report  on Form  10-QSB of Marine
            Growth Ventures, Inc.;

      2.    Based on my  knowledge,  this  report  does not  contain  any untrue
            statement  of  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 materials
            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 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.    Paragraph   omitted   in   accordance   with  SEC   transition
                  instructions contained in SEC Release No. 33-8238;

            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 registrant's fourth fiscal quarter in the case of
                  any  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 and I have  disclosed,
            based  on our  most  recent  evaluation  of  internal  control  over
            financial reporting, to the small business issuer's auditors and the
            audit committee of the  registrant'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.


Dated: May 16, 2006                     /s/ Katherine A Ostruszka
                                        ---------------------
                                        Katherine A. Ostruszka
                                        Chief Financial Officer and Controller
                                        (Principal Financial Officer)