| CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER |
| PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 |
I, Blair D. Koblenz, certify that:
| 1. | I have reviewed this quarterly report on Form 10-Q of Cole Credit |
| 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 registrant as of, and for, the periods presented in |
| 4. | The registrant'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 |
| 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) | 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 |
| report based on such evaluation; and |
| c) | 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 (the registrant's |
| fourth fiscal quarter in the case of an annual report) that |
| has materially affected, or is reasonably likely to materially |
| affect, the registrant's internal control over financial |
| 5. | The registrant's other certifying officer and I have disclosed, |
| based on our most recent evaluation of internal control over |
| financial reporting, 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 and material weaknesses in the |
| design or operation of internal control 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. |
| ------------------------------------------ |
| Executive Vice President and |
Date: August 14, 2007
