EXHIBIT 31.1


                                 Powerlinx, Inc.
              CERTIFICATION PURSUANT TO SARBANES-OXLEY SECTION 302



I, Douglas Bauer, certify that:

1.      I have reviewed this quarterly report on Form 10-QSB 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
Small business issuer as of, and for, the periods presented in this quarterly
report;

4.      The Small business issuer'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)) for the Small
business issuer 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 Small
          business issuer 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)  Evaluated the effectiveness of the Small business issuer'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 Small business issuer's
          internal control over financial reporting that occurred during the
          Small business issuer's most recent fiscal quarter (the Small business
          issuer's fourth fiscal quarter in the case of an annual report) that
          has materially affected, or is reasonably likely to materially affect,
          the Small business issuer's internal control over financial reporting;
          and

5.     The Small business issuer's other certifying officer and I have
disclosed, based on our most recent evaluation of internal control over
financial reporting, to the Small business issuer's auditors and the audit
committee of the Small business issuer'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 Small business issuer'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 Small business issuer's
          internal controls over financial reporting.

Date: November 15, 2004                        By: /s/ Douglas Bauer
                                                       -------------
                                                       Douglas Bauer
                                                       Chief Financial Officer