EXHIBIT 31.2


                                 CERTIFICATIONS
                                 --------------

     I, Kevin T. McGuire, Secretary/Treasurer and Principal Financial Officer of
Assuretec Holdings, Inc. (the "Registrant"), certify that:

     1.   I have reviewed this Quarterly Report on Form 10-QSB of the
          Registrant;

     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 Annual Report;

     3.   Based on my knowledge, the financial statements, and other financial
          information included in this Quarterly 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 Quarterly Report;

     4.   The Registrant's other certifying officer and I am responsible for
          establishing and maintaining disclosure controls and procedures (as
          defined in Exchange Act Rules 13a-14 and 15d-14) (as defined in
          Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and we
          have:

          a)   designed such disclosure controls and procedures 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
               Quarterly Report is being prepared;

          b)   designed such internal control over financial reporting, to
               provide reasonable assurance regarding the reliability of
               financial reporting and the preparation of financial statements
               for external purposes in accordance with generally acceptable
               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
               report based on such evaluation;

          d)   disclosed in this report any change in the Registrant's internal
               control over financial reporting that occurred during the
               Registrant's most recent fiscal quarter 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 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 data; and

          b)   any fraud, whether or not material, that involves management or
               other employees who have a significant role in the Registrant's
               internal control over financial reporting.



Date: February 21, 2006                     By:  /s/ Kevin T. McGuire
                                                 -------------------------------
                                                 Kevin T. McGuire
                                                 Secretary/Treasurer