<PAGE>

EXHIBIT 31.2 - CFO 302 CERTIFICATION

          INTERLAND, INC. CERTIFICATION FOR ANNUAL REPORT ON FORM 10-K

I, Allen L. Shulman, certify that:

1.       I have reviewed this annual report on Form 10-K of Interland, Inc.;

2.       Based on my knowledge, this annual 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 annual
report;

3.       Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual 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 registrant 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 registrant, 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)      Evaluated the effectiveness of the registrant'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

(c)      Disclosed in this report any change in the registrant's internal
                  control over financial reporting that occurred during the
                  registrant's most recent fiscal quarter (the registrant's
                  fourth fiscal quarter in the case of an annual report) that
                  has materially affected, or is reasonably likely to materially
                  affect, the registrant's internal control over financial
                  reporting; and

5.       The registrant's other certifying officer(s) and I have disclosed,
based on our most recent evaluation of internal control over financial
reporting, to the registrant'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 registrant'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 registrant's
                  internal control over financial reporting.



DATE: NOVEMBER 15, 2004                  /s/ Allen L. Shulman
                                         --------------------------------------
                                         Allen L. Shulman
                                         Senior Vice President, Chief Financial
                                         Officer, and Senior Counsel