**EXHIBIT
        31.2**
  **CERTIFICATION
        OF PRINCIPAL FINANCIAL OFFICER**
 **PURSUANT
        TO SECTION 302 OF THE**
 **SARBANES-OXLEY
        ACT OF 2002, AS AMENDED**
  I,
        James
        A. Bologa, certify that:
  1.
        I have
        reviewed this quarterly report on Form 10-Q of Familymeds Group, Inc.;
  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; and
  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 and I am responsible for establishing and
        maintaining disclosure controls and procedures (as defined in Exchange Act
        Rules
        13a-14 and 15d-14) for the registrant, and we 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, including its consolidated
        subsidiaries, is made known to us by others within those entities, particularly
        during the period for which this report is being prepared;
  b)
        evaluated the effectiveness of the registrant’s disclosure controls and
        procedures and presented in this annual 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 that occurred during the registrant’s most recent fiscal
        quarter that has materially affected, or is reasonably likely to materially
        effect, the registrants internal control over financial reporting; and
  5.
        The
        registrant’s other certifying officer and I have disclosed, based on our most
        recent evaluation, to the registrant’s auditors and the audit committee of
        registrant’s board of directors (or persons performing the equivalent function):
  a)
        all
        significant deficiencies and material weaknesses in the design or operation
        of
        internal controls 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.
  Dated:
                  May 21, 2007
              By:
              */s/
                  James A. Bologa*James
                  A. Bologa
                Senior
                  Vice President, Chief Financial Officer and
                Treasurer