Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
  1.
    
    I have reviewed this report on Form 10-K of Alliance HealthCard, Inc;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 the 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)) and internal control over financial reporting (as defined in
Exchange Act Rules 13a-15(f) and 15d-15(f)) 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 which this annual report is being
prepared;b.
    
    designed such internal control over financial reporting, or caused such
internal control over financial reporting to be designed under our supervision, to
provide reasonable assurance regarding the reliability of financial reporting and
the preparation of financial statements for external purposes in accordance with
generally accepted accounting principles;c.
    
    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
annual report based on such evaluation; andd.
    
    disclosed in this report any change in the registrants internal
control over financial reporting that occurred during the registrants most
recent fiscal year 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 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; andb.
    
    Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrants internal controls over
financial reporting.
 /s/ Rita McKeownRita McKeownChief Financial Officer