**EXHIBIT
      31.2**


**OFFICER’S
      CERTIFICATE**


**PURSUANT
      TO SECTION 302**





I,
      Joseph
      Gutierrez, President, Chief Financial Officer and Principal Accounting Officer,
      certify that:




1.
 
      I have reviewed this Form 10-QSB for the quarter ended June 30, 2007 of
      aeroTelesis, 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 were made,
      not
      misleading with respect to the period covered by this Report;




3.
 
      Based on my knowledge, the financial statements, and other financial information
      included in this 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 Report;




4.
 
      The Registrant’s other certifying officer(s) 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 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 subsidiaries, is made known to us by others within those entities,
      particularly during the period in which this Report is being
      prepared;




(b)
        Intentionally Omitted;




(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(s) 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 and material weaknesses 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 control over
      financial reporting.




AEROTELESIS,
                INCAugust
                16, 2007
            By:
            */s/
              Joseph Gutierrez*Joseph
                Gutierrez
              President,
                Chief Financial Officer and Principal
              Accounting
                Officer




*
            The
                introductory portion of paragraph 4 of the Section 302 certification
                that
                refers to the certifying officers’ responsibility for establishing and
                maintaining internal control over financial reporting for the company,
                as
                well as paragraph 4(b), have been omitted in accordance with Release
                Nos.
                33-8618 and 34-52492 (September 22, 2005) because the compliance
                period
                has been extended for small business issuers until the first fiscal
                year
                ending on or after July 15, 2007.