EXHIBIT 31.2

                           SECTION 302 CERTIFICATIONS
I, Marc Casavant, certify that:

         1.  I have  reviewed  this  quarterly  report  on  form  10-QSB  of GFR
         Pharmaceuticals, Inc.

         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  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 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-14 and 15d-14 for the  registrant and
         have:

         a) designed  such  disclosure  controls  and  proceduresto  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 report is being
         prepared;

         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 quarterly report (the "Evaluation Date"); and

         c)  presented  in this  quarterly  report  our  conclusions  about  the
         effectiveness  of the disclosure  controls and procedures  based on our
         evaluation as of the Evaluation Date;

         5. The  registrant's  other  certifying  officers 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 functions):

         a) all significant  deficiencies in the design or operation of internal
         control  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

         b) any fraud,  whether or not  material,  that  involves  management or
         other  employees  who  have a  significant  role  in  the  registrant's
         internal controls.

         6. The registrant's  other certifying  officers and I have indicated in
         this quarterly 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 my most recent evaluation,
         including   any   corrective   actions   with  regard  to   significant
         deficiencies and material weaknesses.

Date:  November 15, 2004

By: /s/ Marc Casavant
Marc Casavant
CFO, Director
(Principal Accounting Officer)