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Exhibit 31.2
CFO CERTIFICATION PURSUANT TO SECTION 302
OF THE SARBANES OXLEY ACT OF 2002
I, Don Civgin, chief financial officer of OfficeMaxIncorporated, certify that:
1. I have reviewed this annual report on Form 10-K of OfficeMax Incorporated;
2. Based on my knowledge, this report doesnot contain any untruestatement of a material fact or
omit to state a material fact necessarytomake the statements made, in light ofthe circumstances
underwhich such statements were made, not misleading with respect to theperiod covered by
this report;
3. Based on my knowledge, the financial statements, and other financial information included inthis
report, fairly present in all material respects the financial condition, results of operations and cash
flows ofthe registrant as of,and for, the periods presented in thisreport;
4. The registrant’s other certifying officer(s) and I areresponsible for establishing and maintaining
disclosure controls and procedures (as defined inExchange Act Rules 13a-15(e) and 15d-15(e))
and internal control over financial reporting (as defined in Exchange Act Rules 13a-15 (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 our supervision, to ensure that material informationrelating
to theregistrant, including its consolidated subsidiaries, is made known to us byothers
within those entities, particularly during the period in which this report is being prepared;
b. designed such internal control over financial reporting, or caused such internalcontrol over
financial reporting to be designed under our supervision, to provide reasonable assurance
regarding the reliabilityof 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 proceduresand
presented in this report our conclusions about the effectiveness of the disclosure controls
and procedures, as of the end ofthe period covered by this report based on such evaluation;
and
d. disclosed inthis report any change in the registrant’s internal control over financial reporting
that occurredduring the registrant’s most recent 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. The registrant’s other certifying officer(s) and I have disclosed, based onour most recent
evaluation of internal control overfinancial reporting,to the registrant’s auditors and the audit
committee of the registrant’s boardof directors(or persons performing the equivalent functions):
a. all significant deficiencies andmaterial weaknesses in thedesignoroperation 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: February 28, 2007 /s/ D ON CIVGIN
DonCivgin
Chief Financial Officer