Exhibit 31.2



                            Certification Pursuant to
                             18 U.S.C. SECTION 1350
                             AS ADOPTED PURSUANT TO
                  Section 302 of the Sarbanes-Oxley Act of 2002
       ------------------------------------------------------------------

I, Nelly Sonic,  Chief Financial Officer of Napoli  Enterprises,  Inc.,  certify
that:

1. I have reviewed this amended annual report on Form 10-KSB of Napoli
Enterprises,Inc.

2. Based on my knowledge, this amended 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 amended
report;

3. Based on my knowledge, the financial statements, and other financial
information included in this amended 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 amended report;

4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

     a) designed such disclosure controls and procedures 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 amended report is being prepared;

     b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this amended
report (the "Evaluation Date"); and

     c) presented in this amended report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5. The registrant's other certifying officers 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
functions):

     a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and




                                        1
<PAGE>





     b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and

6. The registrant's other certifying officers and I have indicated in this
amended report whether or not there were significant changes in internal
controls or in other facts that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.


August 9, 2004





/s/ Nelly Sonic
--------------------------------------------
Nelly Sonic
Chief Financial Officer

























                                        2