EXHIBIT 31.2

CHIEF ACCOUNTING OFFICER CERTIFICATION UNDER SECTION 302 OF THE SARBANES-OXLEY ACT

I, Jarett A. Misch, certify that:



|1. | I have reviewed this quarterly report Form 10-Q of Factory Card & Party Outlet Corp;
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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 periods covered by this quarterly 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 Registrant as of, and for, the periods presented in this report;
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|4. | The Registrants other certifying officer 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:
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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, including its consolidated subsidiaries, 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 in which this report is being prepared;

c) 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 (the registrants first fiscal quarter in the case of a quarterly 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 Registrants board of directors (or persons performing equivalent functions.)
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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: June 12, 2006



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|/s/ Jarett A. Misch                                    
|Vice President, Controller and Chief Accounting Officer



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