**EXHIBIT 31.2**

 

**CERTIFICATIONPURSUANT TO**

**SECTION 302OF THE SARBANES OXLEY ACT OF 2002**

**(18U.S.C. SECTION 7241)**

 

I, Michael B. Young,certify that:

 

1.                           I havereviewed this quarterly report on Form 10-QSB of Whittier EnergyCorporation;

 

2.                           Basedon my knowledge, this report does not contain any untrue statement of amaterial fact or omit to state a material fact necessary to make the statementsmade, in light of the circumstances under which such statements were made, notmisleading with respect to the period covered by this report;

 

3.                           Basedon my knowledge, the financial statements, and other financial informationincluded in this report, fairly present in all material respects the financialcondition, results of operations and cash flows of the small business issuer asof, and for, the periods presented in this report;

 

4.                           The smallbusiness issuer’s other certifying officers and I are responsible forestablishing and maintaining disclosure controls and procedures (as defined inExchange Act Rules 13a-15(e) and 15d-15(e)) for the small businessissuer and have:

 

(a)          Designed such disclosurecontrols and procedures, or caused such disclosure controls and procedures tobe designed under our supervision, to ensure that material information relatingto the small business issuer, including its consolidated subsidiaries, is madeknown to us by others within those entities, particularly during the period inwhich this report is being prepared;

 

(b)         Evaluated theeffectiveness of the small business issuer’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 small business issuer’s internal control over financialreporting that occurred during the small business issuer’s most recent fiscalquarter (the small business issuer’s fourth fiscal quarter in the case of anannual report) that has materially affected, or is reasonably likely tomaterially affect, the small business issuer’s internal control over financialreporting;

 

5.                           The smallbusiness issuer’s other certifying officers and I have disclosed, based on ourmost recent evaluation of internal control over financial reporting, to the smallbusiness issuer’s auditors and the audit committee of the small business issuer’sboard of directors (or persons performing the equivalent functions):

 

(a)   All significant deficiencies and materialweaknesses in the design or operation of internal control over financialreporting which, are reasonably likely to adversely affect the registrant’sability to record, process, summarize and report financial information; and

 

(b)   Any fraud, whether or not material, thatinvolves management or other employees who have a significant role in the smallbusiness issuer’s internal control over financial reporting.

 
| Date:  August 15, 2005 | */s/ Michael B. Young*   | * * |
|-----------------------------|--------------------------|----------|
|                        | Michael  B. Young        |
|                        | Chief  Financial Officer |

 

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