Exhibit 31.2
                                  ------------



                            CERTIFICATION PURSUANT TO
                       18 U.S.C. SECTION 1350, AS ADOPTED
                         PURSUANT TO SECTION 302 OF THE
                           SARBANES-OXLEY ACT OF 2002



I, Bill Steadman, certify that:

         1. I have  reviewed  this  quarterly  report  on  Form  10-QSB  of Tels
Corporation;

         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
aspects the financial  condition,  results of  operations  and cash flows of the
registrant as of, and for, the period presented in this quarterly report.

         4.  I  am  responsible  for  establishing  and  maintaining  disclosure
controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) 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 small business issuer including
its  consolidated  subsidiaries,  is made  known to us by  others  within  those
entities, particularly during the period in which this quarterly report is being
prepared;

              b) evaluated  the  effectiveness  of the  registrant's  disclosure
controls  and  procedures;  and  presented  in this  report as of the end of the
period covered by this report based on such evaluation 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  registrant's
internal control over financial  reporting that occurred during the registrant's
most recent fiscal quarter (the  registrant's  fourth fiscal quarter in the case
of an annual report) that has materially  affected,  or is reasonably  likely to
materially affect, the registrant's  internal control over financial  reporting;
and;

         5. 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  controls  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.


Date: August 23, 2004

/s/ Bill Steadman.
------------------------------------
Bill Steadman
Chief Financial Officer
Tels Corporation