EXHIBIT 31.1

                                 PowerLinx, Inc.

     CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Douglas Bauer, certify that:

1.             I have reviewed this quarterly report on Form 10-Q of PowerLinx,
               Inc;

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-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 information relating to the
               registrant including its consolidated subsidiary, is made known
               to us by others 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 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 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

(d)            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 and I have disclosed,
               based on our most recent evaluation of internal control over
               financial reporting, 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 in the design or operation 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 controls over financial reporting.

Date: May 15, 2006

/s/ Douglas Bauer
------------------
Douglas Bauer
Chief Financial Officer