EXHIBIT
      31.2                                           
Certifications





I,
      Christopher Ryan, Chief Financial Officer of Worlds.com Inc. certify
      that:





1.
      I have
      reviewed this quarterly report on Form 10-QSB of Worlds.com Inc. (the
      "Company")





2.
      Based
      on my knowledge, the 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 the Company as
      of,
      and for, the periods presented in this quarterly report;





4.
      The
      Company's other certifying officers and I am responsible for establishing and
      maintaining disclosure controls and procedures (as defined in Exchange Act
      Rules
      13a-15(c) and 15d-(e)) for the Company 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 Company, including its consolidates subsidiaries,
      is
      made known to us by others within those entities, particularly during the period
      in which this report is being prepared;





b) Evaluated
      the effectiveness of the Company'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





c) Disclosed
      in this report any change in the Company's internal control over financial
      reporting that occurred during the Company's most recent fiscal period that
      has
      materially affected, or is reasonably likely to materially affect, the Company's
      internal control over financial reporting; and





5.
      The
      Company's other certifying officers and I have disclosed, based on our most
      recent evaluation, to the Company's auditors and the audit committee of
      Company's 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 the Company's ability to record, process, summarize
      and
      report financial data and have identified for the Company's auditors any
      material weaknesses in internal controls (all of which do not apply);
      and





b)
      any
      fraud, whether or not material, that involves management or other employees
      who
      have a significant role in the Company's internal controls, (all of which do
      not
      apply); and





Date:
      March 4, 2008





/s/
      Christopher
      Ryan


Christopher
      Ryan