CERTIFICATIONS

                                                                    EXHIBIT 31.2

      I, Massimiliano Pozzoni, certify that:

      (1) I have  reviewed  this  quarterly  report on Form  10-QSB/A  of Falcon
Natural Gas Corp.

      (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  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)) for the registrant 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  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 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  registrant's  internal  control
over  financial  reporting  that  occurred  during  the  period  covered by this
quarterly  report  that has  materially  affected,  or is  reasonably  likely to
materially affect, the registrant's  internal control over financial  reporting;
and

      (5) The registrant's other certifying officers 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  registrant's  board of
directors (or persons performing the equivalent functions):

(a)  All  significant  deficiencies  and  material  weakness  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: January 23, 2006              /s/ Massimiliano Pozzoni
                                          ------------------------
                                          Massimiliano Pozzoni
                                          Title: Principal Financial Officer