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EXHIBIT 31.2

CERTIFICATIONS

I, Gerald W. Williams, certify that:

|1. | I have reviewed this periodic report on Form 10-QSB of The
      Stallion Group;                                                                                                                                                                                                                                                                                                                           
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|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;                                                                         
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|3. | 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 small
      business issuer as of, and for, the periods presented in this report;                                                                                        
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|4. | The small business issuer’s 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 13a-15(f) and 15d-15(f)) for the small business issuer
      and we have:
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|   | a)                                                                                                                                                                                                                                                                                                                                                                                                         
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|   | b)                                                                                                                                                                                                                                                                                                                                                                                                         
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|   | c)                                                                                                                                                                                                                                                                                                                                                                                                         
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|   | d)                                                                                                                                                                                                                                                                                                                                                                                                         
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|5. | The small business issuer’s other certifying officer
      and I have disclosed, based on our most recent evaluation of internal control
      over financial reporting, to the small business issuer’s auditors
      and the audit committee of the small business issuer's board of directors
      (or persons performing the equivalent function):                                                    
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|   | a)                                                                                                                                                                                                                                                                                                                                                                                                         
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|   | b)                                                                                                                                                                                                                                                                                                                                                                                                         

|Date: April 28, 2005                                         
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|/s/  Gerald W. Williams                                      
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|Gerald W. Williams                                           
|Chief Financial Officer and Principal Financial
      Officer

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