EXHIBIT 31.2



CERTIFICATION OF CHIEF FINANCIAL OFFICER

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PURSUANT TO RULE 13(a)-14(a)/15d-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934,

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AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

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I, Sidney Sodos, certify that:



1.   I have reviewed this annual report on Form 10-K/A of Commerce Group

Corp.;



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 annual 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

annual 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)) and internal

control over financial reporting (as defined in Exchange Act Rules

13a-15(f) and 15d-15(f)) 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, 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)  designed such internal controls over financial reporting, or caused

such internal control over financial reporting to be designed under

our supervision, to provide reasonable assurance regarding the

reliability of financial reporting and the preparation of financial

statements for external purposes in accordance with generally

accepted accounting principles;



c)  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 annual report based on such

evaluation; and



d)  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 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 controls 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 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.



Date:  July 14, 2008                  /s/ Sidney Sodos

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Sidney Sodos

Vice President, Treasurer

and Chief Financial Officer