EXHIBIT31.2
CERTIFICATION
I, Halford W. Johnson, certifythat:
1. I have reviewed this amended annual report on Form 10-K of Capstone Financial Group,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 necessaryto makethestatementsmade,inlightofthecircumstancesunderwhichsuchstatementsweremade,notmisleadingwithrespecttotheperiod covered by this report;
3. Basedonmyknowledge,thefinancialstatements,andotherfinancialinformationincludedinthisreport,fairlypresentinallmaterial respectsthefinancialcondition,resultsofoperationsandcashflowsoftheregistrantasof,andfor,theperiodspresentedinthisreport;
4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)and 15d-15(e))andinternalcontroloverfinancialreporting(asdefinedinExchangeActRules13a-15(f)and15d-15(f))fortheregistrantandhave:
(a) Designedsuchdisclosurecontrolsandprocedures,orcausedsuchdisclosurecontrolsandprocedurestobedesignedundermy supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me byothers within those entities, particularly during the period in which this report is beingprepared;
(b) Designedsuchinternalcontroloverfinancialreporting,orcausedsuchinternalcontroloverfinancialreportingtobedesignedunder oursupervision, toprovidereasonableassuranceregardingthereliabilityoffinancialreportingandthepreparationoffinancialstatementsfor 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 my conclusions aboutthe effectiveness of the disclosure controls and procedures, as of the end of the period covered by this 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'smost recentfiscalquarter(theregistrant'sfourthfiscalquarterinthecaseofanannualreport)thathasmateriallyaffected,orisreasonablylikelyto materially affect, the registrant's internal control over financial reporting;and
5. I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors ofthe registrant's board of directors (or persons performing the equivalentfunctions):
(a) Allsignificantdeficienciesandmaterialweaknessesinthedesignoroperationofinternalcontroloverfinancialreportingwhichare reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information;and
(b) Anyfraud,whetherornotmaterial,thatinvolvesmanagementorotheremployeeswhohaveasignificantroleintheregistrant's internal control over financialreporting.
Date:February 18, 2015
/S/ Halford W. Johnson
Halford W.Johnson
Principal FinancialOfficer
