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, George Metrakos, certify that:


      1. I have reviewed this annual report on Form 10-KSB of TELIPHONE CORP.;

      2. Based on my knowledge, this 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 report;

      3. Based on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material respects the
financial condition, results of operations and cash flows of the small business
small business issuer as of, and for, the periods presented in this report;

      4. The small business small business issuer's other certifying officer(s)
and I are responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
small business small business issuer 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 report is being
prepared;

         (b) Designed such internal control over financial reporting, or caused
such internal control over financial reporting to be designed under our
supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles;

         (c) Evaluated the effectiveness of the Small business issuer'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

         (d) Disclosed in this report any change in the Small business issuer's
internal control over financial reporting that occurred during the Small
business issuer's fiscal year ending September 30, 2006 that has materially
affected, or is reasonably likely to materially affect, the Small business
issuer's internal control over financial reporting.

      5. The small business small business issuer's other certifying officer(s)
and I have disclosed, based on our most recent evaluation of internal control
over financial reporting, to the small business small business issuer's auditor
and the audit committee of the small business small business issuer's board of
directors (or persons performing the equivalent functions):

         (a) All deficiencies and material weaknesses in the design or operation
of internal control over financial reporting which are reasonably likely to
adversely affect the small business small business issuer'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 small business small business
issuer's internal control over financial reporting.


Dated:   December 28, 2006


         /s/ George Metrakos
         ----------------------------
         George Metrakos,
         Chief Accounting Officer