EXHIBIT 31.2

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

I, Nita Elliott, C.F.O., certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of the Company;

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 Company as of, and for, the periods presented in this
     quarterly report;

4.   The Company'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 Company and have:

     (a)  designed such disclosure controls and procedures, or caused such
          disclosure procedures to be designed under our supervision, to ensure
          that material information relating to the Company, including its
          consolidated subsidiaries, is made known to us by others within those
          entities, particularly during the period in which this periodic report
          is being prepared;

     (b)  evaluated the effectiveness of the Company's internal disclosures
          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 Company's internal control
          over financial reporting that occurred during the Company's most
          recent fiscal quarter (the Company's fourth fiscal quarter in the case
          of an annual report) that has materially affected, or is reasonably
          likely to materially affect, the Company's internal control over
          financial reporting.

5.   The Company's other certifying officer and I have disclosed, based on our
     most recent evaluation of internal control over financial reporting, to the
     Company's auditors and the audit committee of the Company's board of
     directors:

     (a)  all significant deficiencies and material weaknesses in the design or
          operation of internal controls over financial reporting which are
          reasonably likely to adversely affect the Company'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 Company's internal
          control over financial reporting.


Date:  May 14, 2004
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                              ------------------------------------------------
                              Nita Elliott, C.F.O.
                              (Principal Financial and Accounting Officer)


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