Exhibit
31.2
NORTH
AMERICAN ENERGY RESOURCES, INC. FORM 10-Q
FOR
THE QUARTER ENDED OCTOBER 31, 2012
CERTIFICATION
OF CHIEF FINANCIAL OFFICER
PURSUANT
TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TO
SECTION
302 OF THE SARBANES-OXLEY ACT OF 2002
I,
Alan G. Massara, Chief Financial Officer, certify that:
| 1. | I have reviewed
this report on Form 10-Q of North American Energy Resources, Inc.(the
registrant); |
| 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 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 report; |
| 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)) and internal
control over financial reporting (as defined in Exchange Act Rules 13a-a15(f)
and 15d-15(f) for the registrant and have: |
| a. | designed
such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under my supervision, to
ensure that material information relating to the registrant, is
made known to me by others, particularly during the period in which
this report is being prepared; |
| b. | designed
such internal control over financial reporting, or caused such
internal control over financial reporting to be designed under
our supervision, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for 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 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 |
| d. | disclosed
in this report any change in the registrant’s internal controls
over financial reporting that occurred during the registrant’s
current 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 reporting; and; |
| 5. | I have disclosed,
based on my most recent evaluation, 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 controls 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
controls. |
Date: December 14,
2012 |
|
|
By: /s/ Alan G. Massara |
|
Alan G. Massara Chief Financial Officer |