EXHIBIT
31.2

CERTIFICATION



I,
James A. Trodden, certify that:



1. I
    have reviewed this quarterly report on Form 10-QSB of FoneFriend, Inc.;
2. Based
    on my knowledge, this quarterly 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
    quarterly report;
3. Based
    on my knowledge, the financial statements, and other financial information
    included in this quarterly report, fairly present in all material respects
    the financial condition, results of operations and cash flows of the small
    business issuer as of, and for, the periods presented in this quarterly
    report;
4. The
    small business issuer'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 small business issuer and have:

> 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 small business issuer, 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;
>     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;
>     Evaluated
>       the effectiveness of the small business issuer'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
>     Disclosed
>       in this report any change in the small business issuer's internal control
>       over financial reporting that occurred during the small business issuer's
>       most recent fiscal quarter (the small business issuer's fourth fiscal
>       quarter in the case of an quarterly report) that has materially affected,
>       or is reasonably likely to materially affect, the small business issuer's
>       internal control over financial reporting; and

1. The
    small business issuer's other certifying officer(s) and I have disclosed,
    based on our most recent evaluation of internal control over financial
    reporting, to the small business issuer's auditors of the small business
    issuer's board of directors (or persons performing the equivalent
    functions):

> 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 small business issuer's ability
>       to record, process, summarize and report financial information; and
>     Any
>       fraud, whether or not material, that involves management or other
>       employees who have a significant role in the small business issuer's
>       internal control over financial reporting.

Date:
August 23, 2004



/s/
James A. Trodden

James
A. Trodden

Interim
Chief Financial Officer