**Exhibit 31.2**I, William E. Alvarez, Jr., certify that:1. I have reviewed this quarterly report on Form 10-Q for the quarterly period endedJune 30, 2007 of Patriot Capital Funding, Inc.; 2. Based on my knowledge, this report does not containany untrue statement of a material fact or omit to state amaterial fact necessary to make the statements made, inlight of the circumstances under which such statementswere made, not misleading with respect to the periodcovered by this report; 3. Based on my knowledge, the financial statements, andother financial information included in this report,fairly present in all material respects the financialcondition, results of operations and cash flows of theregistrant as of, and for, the periods presented in thisreport; 4. The registrant’s other certifying officer and I areresponsible for establishing and maintaining disclosurecontrols and procedures (as defined in Exchange Act Rules13a-15(e) and 15d-15(e)) and internal control overfinancial reporting (as defined in Exchange Act Rules13a-15(f) and 15d-15(f)) for the registrant and have: (a) Designed such disclosure controls and procedures, orcaused such disclosure controls and procedures to bedesigned under our supervision, to ensure that materialinformation relating to the registrant, including itsconsolidated subsidiaries, is made known to us by otherswithin those entities, particularly during the period inwhich this report is being prepared;  (b) Designed such internal control over financialreporting, or caused such internal control over financialreporting to be designed under our supervision, to providereasonable assurance regarding the reliability offinancial reporting and the preparation of financialstatements for external purposes in accordance withgenerally accepted accounting principles;  (c) Evaluated the effectiveness of the registrant’sdisclosure controls and procedures and presented in thisreport our conclusions about the effectiveness of thedisclosure controls and procedures, as of the end of theperiod covered by this report based on such evaluation;and  (d) Disclosed in this report any change in theregistrant’s internal control over financial reportingthat occurred during the registrant’s most recent fiscalquarter (the registrant’s fourth fiscal quarter in thecase of an annual report) that has materially affected, oris reasonably likely to materially affect, theregistrant’s internal control over financial reporting;and5. The registrant’s other certifying officer and I havedisclosed, based on our most recent evaluation of internalcontrol over financial reporting, to the registrant’sauditors and the audit committee of the registrant’s boardof directors (or persons performing the equivalentfunction): (a) All significant deficiencies and material weaknessesin the design or operation of internal control overfinancial reporting which are reasonably likely toadversely affect the registrant’s ability to record,process, summarize and report financial information; and  (b) Any fraud, whether or not material, that involvesmanagement or other employees who have a significant rolein the registrant’s internal control over financialreporting.Dated this 7th day of August, 2007.         By:        /s/ William E. Alvarez, Jr.    **William E. Alvarez, Jr.**          **Executive Vice President, ChiefFinancial Officer**