CERTIFICATION
        OF CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY
        ACT OF
        2002
 Exhibit
        31.2
  CERTIFICATION
        OF CHIEF FINANCIAL OFFICER
 PURSUANT
        TO THE SECURITIES EXCHANGE ACT OF 1934,
 RULES
        13a-14 AND 15d-14
 AS
        ADOPTED PURSUANT TO
 SECTION
        302 OF THE SARBANES-OXLEY ACT OF 2002
  In
        connection with the Quarterly Report of Sitestar Corporation (the “Company”) on
        Form 10-QSB for the period ending March 31, 2006 as filed with the Securities
        and Exchange Commission on the date hereof (the “Report”), I, Daniel Judd, Chief
        Financial Officer of the Company, certify, pursuant to Rules 13a-14 and 15d-14
        of the Securities Exchange Act of 1934 (the “Exchange Act”), as adopted pursuant
        to §302 of the Sarbanes-Oxley Act of 2002, that:
  I
        have
        reviewed this Report;
  Based
        on
        my knowledge, this 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 Report;
  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 Company, as of, and for, the
        periods
        presented in this Report;
  I
        and the
        other certifying officers of the Company 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
        controls and procedures to be designed under our supervision, to ensure that material
        information relating to the Company, including any 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 Company'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 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; and I
        and the
        other certifying officers have disclosed, based on our most recent evaluation
        of
        internal control over financial reporting, to the Company’s auditors and to the
        audit committee of the Company’s board of directors (or persons performing the
        equivalent functions):
  
 (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 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.
  /s/
                  Daniel JuddDaniel
                  Judd
                Chief
                  Financial Officer
                May
                  15, 2006