**Exhibit31.2**

CERTIFICATION OF CHIEF FINANCIAL OFFICER

I,David J. Morris, Senior Vice President, Finance and Chief Financial Officer ofCellu Tissue Holdings, Inc., certify that:

1.               I have reviewedthis quarterly report on Form 10-Q of Cellu Tissue Holdings, Inc.  for the period ended August 30, 2007;

2.               Based on myknowledge, this report does not containany untrue statement of a material fact or omit to state a material factnecessary in order to make the statements made, in light of the circumstancesunder which such statements were made, not misleading with respect to theperiod covered by this report;

3.               Based on myknowledge, the financial statements,and other financial information included in this report, fairly present in all materialrespects the financial condition, results of operations and cash flows of theregistrant as of, and for, the periods presented in this report;

4.               The registrant’sother 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 registrantand have:

(a)          Designedsuch disclosure controls and procedures, or caused such disclosure controls andprocedures to be designed under our supervision, to ensure that materialinformation relating to the registrant, including its consolidatedsubsidiaries, is made known to us by others within those entities, particularlyduring the period in which this quarterly report is being prepared;

(b)         Evaluated the effectiveness****of the registrant’s disclosure controls and proceduresand presented in this report our conclusions about the effectiveness of thedisclosure controls and procedures, as of the end of the period covered by thisreport based on such evaluation; and

(c)          Disclosed in this reportany change in the registrant’sinternal control over financial reporting that occurred during the registrant’smost recent fiscal quarter that has material affected, or is reasonably likelyto materially affect, the registrant’s internal control over financialreporting; and

5.               Theregistrant’s other certifying officer and I have disclosed, based on our mostrecent evaluation of internal control over financial reporting, to theregistrant’s auditors and the audit committee of the registrant’s board ofdirectors:

(a)          All significant deficiencies and material weaknesses in the designor operation of internal control over financial reporting which are reasonably likelyto adversely affect the registrant’s ability to record, process, summarize, andreport financial information; and

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(b)         Any fraud**,** whether ornot material, that involves management or other employees who have asignificant role in the registrant’s internal control over financial reporting.

 
| Date:  | October 12, 2007                                             |   |   |
|--------|--------------------------------------------------------------|--------|--------|
|   |                                                         |
|   | /s/ David J.  Morris                                         |   |
|   | David J.Morris                                               |
|   | Senior Vice  President, Finance and  Chief Financial Officer |

 

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