| 1.     | I      have reviewed this Form 10-Q of Longwei Petroleum Investment Holding      Limited;                                                                                                                                                                                                                                                                               |
|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                    |
| 2.     | 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;                                     |
|   |                                                                                                                                                                                                                                                                                                                                                                    |
| 3.     | Based      on my knowledge, the consolidated 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 present in this      report;                                             |
|   |                                                                                                                                                                                                                                                                                                                                                                    |
| 4.     | The      registrant’s other certifying officer(s) 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      13-a-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 the Company’s 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 in which this report is being      prepared; |
|   |                                                                                                                                                                                                                                                                                                                                                                    |   |
|   | b)                                                                                                                                                                                                                                                                                                                                                                      | Designed      such internal control over financial reporting, or caused such internal      control over financial reporting to be designed under the Company’s      supervision, to provide reasonable assurance regarding the reliability of      financial reporting and the preparation of consolidated financial      statements for external purposes in accordance with generally accepted      accounting principals; |
|   |                                                                                                                                                                                                                                                                                                                                                                    |   |
|   | c)                                                                                                                                                                                                                                                                                                                                                                      | Evaluated      the effectiveness of the registrant’s disclosure controls and procedures      and presented in this report the Company’s 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 |
|   |                                                                                                                                                                                                                                                                                                                                                                    |   |
|   | d)                                                                                                                                                                                                                                                                                                                                                                      | Disclosed      in this report any change in the registrant’s internal control over      financing reporting that occurred during the registrant’s most recent      fiscal quarter (the registrant’s fourth fiscal quarter in the case of an      annual report) 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(s) and I have disclosed, based on      the Company’s most recent evaluation of internal control over financial      reporting, to the registrant’s auditors and the audit committee of the      registrant’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 registrant’s ability to record,      process, summarize and report financial information;and |
|   |                                                                                                                                                                                                                                                                                                                                                                    |   |
|   | b)                                                                                                                                                                                                                                                                                                                                                                      | Any      fraud, whether or not material, that involved management or other      employees who have a significant role in the registrant’s internal control      over financial reporting. |

|                              |   |   |   |   |
|-----------------------------------|--------|--------|--------|--------|
| /s/      James      Crane         |   |   |        |   |
| James      Crane                  |   |   |        |   |
| Chief Financial      Officer |   |   |   |   |