**EXHIBIT
      31.2**






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**CERTIFICATIONS**
  I,
        Richard Brown, certify that:
  1.  I
        have
        reviewed this annual report on Form 10-QSB of Express Systems Corporation.
        (“Express Systems”);
  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 Express Systems as of
        and
        for, the periods presented in this quarterly report;
  4.  Express
        Systems’ other certifying officers and I are responsible for establishing and
        maintaining disclosure controls and procedures (as defined in Exchange Act
        Rules
        13a-14 and 15d-14) for Express Systems and have:
  a.  Designed
        such disclosure controls and procedures to ensure that material information
        relating to Express Systems, 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 Express Systems’ disclosure controls and procedures as of a
        date within 90 days prior to the filing date of this quarterly report (the
        “Evaluation Date”); and
  c.  Presented
        in this quarterly report our conclusions about the effectiveness of the
        disclosure controls and procedures based on our evaluation as of the Evaluation
        Date;
  5.  Express
        Systems’ other certifying officers and I have disclosed, based on our most
        recent evaluation, to Express Systems’ auditors and the audit committee of
        Express Systems’ board of directors (or persons performing the equivalent
        functions):
  a.  All
        significant deficiencies in the design or operation of internal controls
        which
        could adversely affect Express Systems’ ability to record, process, summarize
        and report financial data and have identified for Express Systems’ auditors any
        material weaknesses in internal controls; and
  b.  Any
        fraud, whether or not material, that involves management or other employees
        who
        have a significant role in Express Systems’ internal controls; and
  6.  Express
        Systems’ other certifying officers and I have indicated in this quarterly report
        whether there were significant changes in internal controls or in other factors
        that could significantly affect internal controls subsequent to the date
        of our
        most recent evaluation, including any corrective actions with regard to
        significant deficiencies and material weaknesses.
  Date:
        August 11, 2005
 
 
 /s/
        Richard Brown
 Richard
        Brown
 Principal
        Accounting Officer, Principal Financial Officer ,
        and Director