Exhibit 31 
CERTIFICATION

I, James V. Sadrianna, certify that:

1.    
          I have reviewed this annual report on Form 10-KSB of TS&B Holdings,
          Inc.;

2.    
          Based on my knowledge, this annual 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;
          and

3.    
          Based on my knowledge, the financial statements, and other financial information
          included in this annual report, fairly present in all material respects the
          financial position, results of operations, and cash flows of the issuer as of,
          and for, the periods presented in this annual report.

4.    
          I am responsible for establishing and maintaining disclosure controls and
          procedures for the issuer and have:

|(i) | Designed such disclosure controls and procedures to ensure that material
                    information relating to the issuer is made known to me, particularly during the
                    period in which the periodic reports are being prepared;
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|(ii) | Evaluated the effectiveness of the issuers disclosure controls and
                    procedures as of June 30, 2004 [Evaluation Date]; and
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|(iii) | Presented in the report our conclusions about the effectiveness of the
                    disclosure controls and procedures based on my evaluation as of the Evaluation
                    Date;
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5.    
          I have disclosed, based on my most recent evaluation, to the issuers
          auditors and the audit committee of the board of directors (or persons
          fulfilling the equivalent function):

|(i) | All significant deficiencies in the design or operation of internal controls
                    which could adversely affect the issuers ability to record, process,
                    summarize and report financial data and have identified for the issuers
                    auditors any material weaknesses in internal controls (none were so noted); and
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|(ii) | Any fraud, whether or not material, that involves management or other employees
                    who have a significant role in the issuers internal controls (none were so
                    noted); and
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6.    
          I have indicated in the 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 our most recent evaluation, including any
          corrective actions with regard to significant deficiencies and material
          weaknesses.

| |  | Date: 10/06/2004/s/ James V. Sadrianna
James V. SadriannaChief Financial Officer
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