**EXHIBIT 31(ii)**

 

**Rule 13a-14(a)/Rule 15d-14(a) Certification**

 

I, Carol J. Cooper,Principal Financial Officer of Oakridge Energy, Inc., certify that:

 

1.                                       Ihave reviewed this report on Form 10-KSB of Oakridge Energy, Inc.;

 

2.                                       Basedon my knowledge, this report does not contain any untrue statement of amaterial fact or omit to state a material fact necessary to make the statementsmade, in light of the circumstances under which such statements were made, notmisleading with respect to the periods covered by this report;

 

3.                                       Basedon my knowledge, the financial statements, and other financial informationincluded in this report, fairly present in all material respects the financialcondition, results of operations and cash flows of Oakridge Energy, Inc.as of, and for, the periods presented in this report;

 

4.                                       OakridgeEnergy, Inc.’s other certifying officers and I are responsible forestablishing and maintaining disclosure controls and procedures (as defined inExchange Act Rules 13a-15(e) and 15d-15(e)) for Oakridge Energy, Inc.and have:

 

(a)                                  Designedsuch disclosure controls and procedures, or caused such disclosure controls andprocedures to be designed under our supervision, to ensure that materialinformation relating to Oakridge Energy, Inc., including its consolidatedsubsidiaries, is made known to us by others within those entities, particularlyduring the period in which this report is being prepared;

 

(b)                                 Evaluatedthe effectiveness of Oakridge Energy, Inc.’s disclosure controls andprocedures and presented in this report our conclusions about the effectivenessof the disclosure controls and procedures, as of the end of the period coveredby this report based on such evaluation; and

 

(c)                                  Disclosedin this report any change in Oakridge Energy, Inc.’s internal control overfinancial reporting that occurred during Oakridge Energy, Inc.’s mostrecent fiscal quarter that has materially affected, or is reasonably likely tomaterially affect, Oakridge Energy, Inc.’s internal control over financialreporting; and

 

5.                                       OakridgeEnergy, Inc.’s other certifying officers and I have disclosed, based onour most recent evaluation of internal control over financial reporting, to OakridgeEnergy, Inc.’s independent registered public accounting firm and the auditcommittee of Oakridge Energy, Inc.’s board of directors (or personsperforming the equivalent functions):

 

(a)                                  Allsignificant deficiencies and material weaknesses in the design or operation ofinternal control over financial reporting which could adversely affect OakridgeEnergy, Inc.’s ability to record, process, summarize and report financialinformation; and

 

(b)                                 Anyfraud, whether or not material, that involves management or other employees whohave a significant role in Oakridge Energy, Inc.’s internal control overfinancial reporting.

 

 
| Date: May 30, 2006 | By     | /s/ Carol J. Cooper           |   |
|-------------------------|--------|-------------------------------|--------|
|                    |   | Carol J. Cooper,              |
|                    |   | Principal Financial  Officer  |
|                    |   | of Oakridge Energy, Inc. |

 

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