EXHIBIT 31.2
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                           CERTIFICATION

      I, JAMES J. WILLIAMS, certify that:

      1.  I have reviewed this Annual Report on Form 10-KSB of
QUESTAR ASSESSMENT, INC. for the fiscal year ended October 31,
2007.

      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 officers 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 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 Annual Report is being prepared;

      b)  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;

      c)  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 Annual
Report based on such evaluation; and

      d)  Disclosed in this Annual Report any change in the
registrant's internal control over financial reporting that
occurred during the registrant's most recent financial quarter 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 officers 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 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 controls over financial
reporting which are 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 controls over financial reporting.

Date:  January 28, 2008

                                             /s/ JAMES J. WILLIAMS
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                                             Chief Financial Officer