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**SECTION 302 CERTIFICATION**

I, Jeffrey R. Mason, certify that:

| 1.     | I have reviewed this annual report on Form 20-F      of Anooraq Resources Corporation;                                                                                                                                                                                                                                                                                                                                   |
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| 2.     | Based on my knowledge, this        annual 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 annual report;                                                                     |
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| 3.     | Based on my knowledge, the        financial statements, and other financial information included in this        annual 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 annual report;                                                                                        |
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| 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:                                                                                                                                                                               |
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|   | (a)                                                                                                                                                                                                                                                                                                                                                                                                                      | designed such disclosure controls and procedures        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 annual report is        being prepared; |
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|   | (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 annual report (the "Evaluation Date"); and |
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|   | (c)                                                                                                                                                                                                                                                                                                                                                                                                                      | presented in this annual report our conclusions        about the effectiveness of the disclosure controls and procedures based        on our evaluation as of the Evaluation Date; |
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| 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 function):                                                                                                                                                       |
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|   | (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 |
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|   | (b)                                                                                                                                                                                                                                                                                                                                                                                                                      | any fraud, whether or not material, that involves        management or other employees who have a significant role in the registrant's        internal controls; and |
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| 6.     | The registrant's other certifying        officer and I have indicated in this annual 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        our most recent evaluation, including any corrective actions with regard        to significant deficiencies and material weaknesses. |

Date: July 15, 2005

*/s/ Jeffrey R. Mason*

 Jeffrey R. Mason  Director, Chief Financial Officer, and Secretary 

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