Exhibit31.2

CERTIFICATIONS

I, Nilesh Lakhani, certifythat:

1. I have reviewed this Annual Report on Form 10-Kof CTC Media, Inc.;

2. Based on my knowledge, this reportdoes not contain any untrue statement of a material fact or omit tostate a material fact necessary to make the statements made, in lightof the circumstances under which such statements were made, notmisleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and otherfinancial information included in this report, fairly present in allmaterial respects the financial condition, results of operations andcash flows of the registrant as of, and for, the periods presented inthis report;

4. The registrant’s other certifyingofficer and I are responsible for establishing and maintainingdisclosure controls and procedures (as defined in Exchange Act Rules13a-15(e)) for the registrant and have:

a) Designed suchdisclosure controls and procedures, or caused such disclosure controlsand procedures to be designed under our supervision, to ensure thatmaterial information relating to the registrant, including itsconsolidated subsidiaries, is made known to us by others within thoseentities, particularly during the period in which this report is beingprepared;

b) [omitted];

c) Evaluated theeffectiveness of the registrant’s disclosure controls andprocedures and presented in this report our conclusions about theeffectiveness of the disclosure controls and procedures, as of the endof the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’sinternal control over financial reporting that occurred during theregistrant’s most recent fiscal quarter (the registrant’sfourth fiscal quarter in the case of an annual report) that hasmaterially affected, or is reasonably likely to materially affect, theregistrant’s internal control over financial reporting;and

5. The registrant’s other certifying officerand I have disclosed, based on our most recent evaluation of internalcontrol over financial reporting, to the registrant’s auditorsand the audit committee of the registrant’s board of directors(or persons performing the equivalent functions):

a) Allsignificant deficiencies and material weaknesses in the design oroperation of internal control over financial reporting which arereasonably likely to adversely affect the registrant’s abilityto record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management orother employees who have a significant role in the registrant’sinternal control over financial reporting.

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| Date:February  28,2007 |  |  | By:    |  |  | /s/ NileshLakhani                                     |
|                   |  |  |   |  |  | Nilesh LakhaniChief FinancialOfficer(Principal Financial and AccountingOfficer)                                                                                                                                                           |
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