EXHIBIT 31.2  

CERTIFICATION

I, William Xin, certifythat: 

1.              I have reviewed this annual report on Form 10-K of China Housing & Land          Development, Inc. for the fiscal year ended December 31, 2007; 

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; 

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; 

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 or procedures to be designed under our supervision, to ensure that          material information relating to the registrant, including our consolidated          subsidiaries, is made known to us by others within those entities, particularly          during the period in which this annual 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; 

    (c)                 disclosed in this report any change in the registrant’s internal control          over financial reporting that occurred during the registrant’s fourth          fiscal quarter 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 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: Date: March 28, 2008 

/s/ William Xin