**EXHIBIT 31.2** **SECTION 302** **CERTIFICATION**     I, Stephen J. Schoepfer, Chief Financial Officer of JAG Media    Holdings, Inc., certify that:     1. I have reviewed this Quarterly Report on    Form 10-QSB    of JAG Media Holdings, 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;     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 small business    issuer as of, and for, the periods presented in this report;     4. The small business issuer’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 small business issuer 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 small business issuer, 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 small business    issuer’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 report based on such evaluation; and     (c) Disclosed in the report any change in the small    business issuer’s internal control over financial reporting    that occurred during the small business issuer’s most    recent fiscal quarter (the small business issuer’s fourth    fiscal quarter in the case of an annual report) that has    materially affected, or is reasonably likely to materially    affect, the small business issuer’s internal control over    financial reporting.     5. The small business issuer’s other certifying    officer(s) and I have disclosed, based on our most recent    evaluation of internal control over financial reporting, to the    small business issuer’s auditors and the audit committee of    the small business issuer’s board of directors (or persons    performing the equivalent functions):     (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    small business issuer’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    small business issuer’s internal control over financial    reporting. /s/  Stephen    J. Schoepfer    Stephen J. Schoepfer    Chief Financial Officer     Date: March 23, 2007