Exhibit 31.2


    CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Edward N. Jones, Chief Financial Officer 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 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
Registrant as, and for, the periods presented in this quarterly report;

4.  The  Registrant'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 Registrant and have:

     a)       designed such  disclosure  controls and  procedures to ensure that
              material  information  relating to the Registrant is made known to
              us by others within the Company, particularly during the period in
              which this quarterly report is being prepared;

     b)       evaluated  the   effectiveness  of  the  Registrant's   disclosure
              controls and  procedures  as of a date within 90 days prior to the
              filing date of this quarterly report (the "Evaluation Date"); and

     c)       presented  in this  quarterly  report  our  conclusions  about the
              effectiveness  of the disclosure  controls and procedures based on
              our evaluation as of the Evaluation Date;

5. The Registrant's other certifying officer and I have disclosed,  based on our
most recent evaluation,  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  in  the  design  or  operation  of
              internal  controls which could adversely  affect the  Registrant's
              ability to record,  process,  summarize and report  financial data
              and have  identified  for the  Registrant'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  Registrant's
              internal controls;

6. The  Registrant's  other  certifying  officer  and I have  indicated  in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of my most recent  evaluation,  including any  corrective
actions with regard to significant deficiencies and material weaknesses.

November 19, 2003               By: /s/ Edward N. Jones
                                    ----------------------------------
                                    Name:  Edward N. Jones
                                    Title: Chief Financial Officer
                                    (Principal Financial and Accounting Officer)