CHIEF
    FINANCIAL OFFICERS CERTIFICATION Exhibit
    31.2 I,
    Frank M. Jerneycic, certify that: 1.
      I
          have reviewed this Quarterly Report on Form 10-Q of Learning Care Group,
          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
          registrant as of, 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-15(e) and 15d-15(e)) for the registrant
          and we 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 Quarterly Report is being prepared; b)
    evaluated the effectiveness of the registrants disclosure controls and
    procedures and presented in this Quarterly Report our conclusions about the
    effectiveness of the disclosure controls and procedures as of the end of the
    period covered by this Quarterly Report based on such evaluation; and c)
    disclosed in this Quarterly Report any change in the registrants internal
    control over financial reporting that occurred during the registrants
    most recent fiscal quarter (the registrants fourth fiscal quarter in
    the case of a quarterly report) that has materially affected, or is reasonably
    likely to materially affect, the registrants internal control over financial
    reporting; 5.
      The
          registrants other certifying officer 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 the registrants
          board of directors (or persons performing the equivalent function): a)
    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 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 control over
    financial reporting. Date:
    November 24, 2004 /s/
        Frank M. Jerneycic Frank
    M. Jerneycic, Chief Financial Officer
    and Treasurer