Attached files

file filename
10-Q - CAL 3 10Q JUNE 30, 2008 - WNC CALIFORNIA HOUSING TAX CREDITS III LPcl3608.txt
EX-31 - EX 31-1 - WNC CALIFORNIA HOUSING TAX CREDITS III LPex311.txt
EX-32 - EX 32-1 - WNC CALIFORNIA HOUSING TAX CREDITS III LPex321cl3.txt
EX-32 - EX 32-2 - WNC CALIFORNIA HOUSING TAX CREDITS III LPex322clk3.txt


                                  EXHIBIT 31-2
                                 CERTIFICATIONS

I, Melanie R. Wenk, certify that:

1. I have reviewed this quarterly report on Form 10-Q of WNC CALIFORNIA  HOUSING
TAX CREDITS III, L.P.;

2. Based on my  knowledge,  this  quarterly  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 quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  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 quarterly 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-15e and 15d-15e for the registrant and we 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 quarterly 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(s) and I have disclosed, based on
     our most recent evaluation of internal control over financial reporting, to
     the  registrant's  independent  registered  public  accounting firm 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 in 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: October 9, 2009




/s/ Melanie R. Wenk
-------------------
Vice-President - Chief Financial Officer of WNC & Associates, Inc