Exhibit 31.2

NUTRITIONAL SOURCING CORPORATION
CFO Certification pursuant to Section 302 of
the Sarbanes-Oxley Act of 2002

I, Daniel J. O'Leary, certify that:

1.  I have reviewed this quarterly report on Form 10-Q of Nutritional Sourcing
    Corporation;

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 this report;

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 registrant 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
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 that has materially affected,
or is reasonably likely to materially affect, the registrant's
internal control over financial reporting; and

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 the 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.


Date: September 9, 2004

/s/ Daniel J. O'Leary
Daniel J. O'Leary
Chief Financial Officer


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