CERTIFICATION PURSUANT TO
                            18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                 SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection  with the Quarterly  Report of 24Holdings  Inc. (the "Company") on
Form 10-Q for the period ended March 31, 2003, as filed with the  Securities and
Exchange Commission on the date hereof (the "Report"), I, Roger Woodward,  Chief
Financial Officer of the Company,  certify,  pursuant to 18 U.S.C. Section 1350,
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

     (1)  The Report fully  complies with the  requirements  of Section 13(a) or
          15(d) of the Securities Exchange Act of 1934; and

     (2)  The  information  contained  in the  Report  fairly  presents,  in all
          material respects,  the financial  condition and results of operations
          of the Company.


                                                     /s/ Roger Woodward
                                                     ---------------------------
                                                     Roger Woodward
                                                     Chief Financial Officer

Dated:  May 15, 2003