[TABLE OF CONTENTS PART I. FINANCIAL INFORMATION PAGE Item 1. Financial Statements Consolidated Balance Sheets as of September 30, 2012 (Unaudited) and December 31, 2011 F1-F2 Consolidated Statements of Income and Comprehensive Income for the Nine and Three Months Ended September 30, 2012 and 2011 (Unaudited) F3-F4 Consolidated Statements of Cash Flows F5-F6 Notes to Consolidated Financial Statements (Unaudited) F7-F32] [CERTIFICATION I, Handong Cheng, certify that: 1. I have reviewed this Quarterly Report on Form 10-Q of ChinaNet Online Holdings, Inc.; 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] [CERTIFICATION I, Zhige Zhang certify that: 1. I have reviewed this Quarterly Report on Form 10-Q of ChinaNet Online Holdings, Inc.; 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] [18 U.S.C. SECTION 1350, SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. November 19, 2012 Handong Cheng Chief Executive Officer Zhige Zhang Chief Financial Officer (Principal Accounting and Financial Officer)]

[TABLE OFNTENTS PART I. FINANCIAL INFORMATION PAGE Item 1. Financial Statementsnsolidated Balance Sheets of September 30, 2012 (Unaudited) and December 31, 2011 F1-F2nsolidated Statements ofome andmprehensiveome for the Nine and Three Months Ended September 30, 2012 and 2011 (Unaudited) F3-F4nsolidated Statements ofsh Flows] [CERTIFICATION I, Handong Cheng, certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of ChinaNet Onlines,; 2.Based on my knowledge, this report does notntain 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] [CERTIFICATION I, Zhige Zhang certify that: 1.I have reviewed this Quarterly Report on Form 10-Q of ChinaNet Onlines,; 2.Based on my knowledge, this report does notntain 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] [18 U.S.C. SECTION 1350, SECTION 906 OF THERBANES-OXLEY ACT OF 2002 (2)The informationntained in the Report fairly presents, inl material respects, the financialndition and results of operations of thempany. November 19, 2012 Handong Cheng Chief Executive Officer Zhige Zhang Chief Financial Officer (Principal Accounting and Financial Officer)]