<PAGE>

                                                                EXHIBIT 31.2

                                CERTIFICATION
                                -------------

I, Brian J. McGrane, certify that:

         1.       I have reviewed this Quarterly Report on Form 10-Q of
                  Ameriprise Certificate Company;

         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 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 presented 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)) for the registrant and have:

                  (a)  Designed such disclosure controls and procedures, or
                       caused such disclosure controls and procedures to be
                       designed under our supervision, to ensure that
                       material information relating to the registrant is
                       made known to us by others within those entities,
                       particularly during the period in which this report
                       is being prepared;

                  (b)  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; and

                  (c)  Disclosed in this report any change in the
                       registrant's internal control over financial
                       reporting (as defined in Exchange Act Rules 13a-15(f)
                       and 15d-15(f)) 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 our 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 involves
                       management or other employees who have a significant
                       role in the registrant's internal control over
                       financial reporting.


         Date:  May 9, 2006
                                                 /s/ Brian J. McGrane
                                                 ----------------------------
                                                 Brian J. McGrane
                                                 Chief Financial Officer