EXHIBIT 31.2
                                  CERTIFICATION

     I, Michael Knox, Chief Financial Officer, certify that:

1.       I have  reviewed  this  quarterly  report  on Form  10-QSB  of  Resolve
         Staffing, Inc.;
2.       Based  on my  knowledge,  this  report  does  not  contain  any  untrue
         statement of a material fact or omit to state  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 report;
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 small business  issuer as of, and for, the periods  presented in
         this report;
4.       The small  business  issuer's  other  certifying  officer(s)  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 small business issuer 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 small business issuer, is
     made known to us by others within those entities,  particularly  during the
     period in which this report is being prepared;

     (b) 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

     (c)  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 annual report) that has materially
     affected,  or is reasonably likely to materially affect, the small business
     issuer's internal control over financial reporting; and

5.       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 and the
         audit  committee of the small business  issuer's board of directors (or
         persons performing the equivalent functions):

     (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 small business  issuer'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  small  business  issuer's
     internal control over financial reporting.

November 19, 2003

/s/ Michael Knox
--------------------------------
Name: Michael Knox
Title: Chief Financial Officer

A SIGNED  ORIGINAL  OF THIS  WRITTEN  STATEMENT  REQUIRED  BY SECTION 302 OF THE
SARBANES-OXLEY ACT OF 2002 HAS BEEN PROVIDED TO RESOLVE STAFFING,  INC. AND WILL
BE RETAINED BY RESOLVE  STAFFING,  INC.  AND  FURNISHED  TO THE  SECURITIES  AND
EXCHANGE COMMISSION OR IT STAFF UPON REQUEST.