Exhibit
      31.2





CFO
      CERTIFICATION





I,
      Randall Jones, certify that:





1.
      I have
      reviewed this Annual report on Form 10-KSB of Warning Management Services,
      Inc.
      (the "Company");





2.
      Based
      on my knowledge, this 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 circumstances under which such tatements
      were made, not misleading with respect to the period covered by
      this


Annual
      report; and





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





4.
      The
      Company's other certifying officer and I are responsible for establishing
      and maintaining disclosure controls and procedures (as defined in


Exchange
      Act Rules 13a-14 and 15d-14) for the Company 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 Company, including its onsolidated
      subsidiaries, is made known to us by others within those entities, particularly
      during the period in which this Annual report is being prepared;





b)
      evaluated the effectiveness of the Company'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 Company's internal
      control over financial reporting that occurred during the Company's


most
      recent fiscal quarter that has materially affected, or is reasonably likely
      to
      materially affect, the Company's internal control over financial
      reporting;





5.
      The
      Company's other certifying officers and I have disclosed, based n
      our
      most recent evaluation of internal control over financial reporting,
      to


the
      Company's auditors and the audit committee of Company's board of directors (or
      persons performing the equivalent functions);





a)
      all
      significant deficiencies in the design or operation of internal
      controls which could adversely affect the Company's ability to
      record,


process,
      summarize and report financial data and have identified for the Company's
      auditors any material weaknesses in internal controls; and





b)
      any
      fraud, whether or not material, that involves management
      or other employees who have a significant role in the Company's


internal
      controls over financial reporting.




Date:
      June 15, 2005





/s/
      Randall Jones


--------------------------------------------


Randall
      Jones Chief
      Financial Officer