EXHIBIT 31.2RULE 13A-14(A) / 15D-14(A) CERTIFICATION     I, Edward P. Smolyansky, certify that:     1. I have reviewed this quarterly report of Lifeway Foods, Inc. on Form 10QSB;     2. Based on my knowledge, this report does not contain any untrue statement of a material factor omit to state a material fact necessary to make the statements made, in light of thecircumstances under which such statements were made, not misleading with respect to the periodcovered by this report;     3. Based on my knowledge, the financial statements, and other financial information includedin this report, fairly present in all material respects the financial condition, results ofoperations and cash flows of the small business issuer as of, and for, the periods presented inthis report;     4. Thesmall business issuer’s other certifying officer and I are responsible for establishing andmaintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and15d-15(e) and internal control over financial reporting (as definedin Exchange Act Rules 13a-15(f) and 15d-15(f)) for the small business issuer and have:     a. Designed such disclosure controls and procedures, or caused such disclosurecontrols and procedures to be designed under my supervision, to ensure that materialinformation relating to the small business issuer, including its consolidatedsubsidiaries, is made known to me by others within those entities, particularly duringthe period in which this report is being prepared;     b. Designed such internal control over financial reporting, or caused suchinternal control over financial reporting to be designed under my supervision, toprovide reasonable assurance regarding the liability of financial reporting and thepreparation of financial statements for external purposes in accordance with generallyaccepted accounting principle;     c. Evaluated the effectiveness of the small business issuer’s disclosure controlsand procedures and presented in this report my conclusions about the effectiveness ofthe disclosure controls and procedures, as of end of the period covered by this reportbased on such evaluation; and     d. Disclosed in this report any change in the small business issuer’s internalcontrol over financial reporting that occurred during the small business issuer’s mostrecent fiscal quarter (the small business issuer’s fourth fiscal quarter in the caseof an annual report) that has materially affected, or is reasonably likely tomaterially affect, the small business issuer’s internal control over financialreporting presented; and     5. Thesmall business issuer’s other certifying officer and I have disclosed, based on our most recentevaluation of internal control over financial reporting, to the small business issuer’s auditorsand the audit committee of the small business issuer’s board of directors (or persons performingthe equivalent functions):     a. All significant deficiencies and material weaknesses in the design oroperation of internal controls over financial reporting which are reasonably likely toadversely affect the small business issuer’s ability to record, process, summarize andreport financial information; and     b. Any fraud, whether or not material, that involves management or otheremployees who have a significant role in the small business issuer’s internal controls.Date:May 15, 2007     /s/ Edward P. Smolyansky     Chief Financial and Accounting Officer  and Treasurer