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                                                                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:    November 7, 2006

                                                 /s/ Brian J. McGrane
                                                 --------------------
                                                 Brian J. McGrane
                                                 Chief Financial Officer