EXHIBIT 31.2



                                 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: August 21, 2006

/s/ Douglas Bauer
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Douglas Bauer
Chief Financial Officer