**Exhibit 31.2**

 

**CERTIFICATIONS**

** **

I, RobertGale, director of ntl Directors Limited, certify that:

 

1.      Ihave reviewed this annual report on Form 10-K of South Hertfordshire UnitedKingdom Fund, Ltd.

 

2.      Basedon my knowledge, this report does not contain any untrue statement of amaterial fact or omit to state a material fact necessary to make the statementsmade, in light of the circumstances under which such statements were made, notmisleading with respect to the period covered by this report.

 

3.      Basedon my knowledge, the financial statements, and other financial informationincluded in this report, fairly present in all material respects the financialcondition, results of operations and cash flows of the registrant as of, andfor, the periods presented in this report.

 

4.      Theregistrant’s other certifying officer and I are responsible for establishingand maintaining disclosure controls and procedures (as defined in Exchange ActRules 13a-15(e) and 15d-15(e)) for the registrant and have:

 

a)              Designed such disclosure controls andprocedures, or caused such disclosure controls and procedures to be designedunder our supervision, to ensure that material information relating to theregistrant, including its consolidated subsidiaries, is made known to us by otherswithin those entities, particularly during the period in which this report isbeing prepared;

 

b)             [Omitted pursuant to SEC Release No.33-8238];

 

c)              Evaluated the effectiveness of theregistrant’s disclosure controls and procedures and presented in this reportour conclusions about the effectiveness of the disclosure controls andprocedures, as of the end of the period covered by this report based on suchevaluation; and

 

d)             Disclosed in this report any change in theregistrant’s internal control over financial reporting that occurred during theregistrant’s fourth fiscal quarter that has materially affected, or isreasonably likely to materially affect, the registrant’s internal control overfinancial reporting.

 

5.      Theregistrant’s other certifying officer and I have disclosed, based on our mostrecent evaluation of internal control over financial reporting, to theregistrant’s auditors and the audit committee of the registrant’s board ofdirectors (or persons performing the equivalent functions):

 

a)              All significant deficiencies and materialweaknesses in the design or operation of internal control over financialreporting which are reasonably likely to adversely affect the registrant’sability to record, process, summarize and report financial information; and

 

b)             Anyfraud, whether or not material, that involves management or other employees whohave a significant role in the registrant’s internal control over financialreporting.

 
| Date: March 30, 2006 | /s/ ROBERT GALE                                                        |   |
|----------------------|------------------------------------------------------------------------|--------|
|                 | Robert Gale                                                            |
|                 | Director of  ntl Directors Limited,                                    |
|                 | Corporate  Director of NTL Fawnspring Limited,                         |
|                 | the General  Partner of South Hertfordshire United Kingdom Fund, Ltd.* |

 

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*              The Partnership hasno Chief Executive Officer or Chief Financial Officer. Robert Mackenzie andRobert Gale are directors of ntl Directors Limited, which is a corporatedirector of NTL Fawnspring Limited, the general partner of the Partnership.

 

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