EXHIBIT 31.2

                                CERTIFICATION PURSUANT TO
                     SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
                                 (18 U.S.C. SECTION 1350)


I, Henry Goldberg, certify that:

1. I have reviewed this annual report of Vital Products, Inc.;

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 issuer as of, and for, the periods presented in this report;

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

        (a) All significant 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
            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
            issuer's internal control over financial reporting.


Dated: November 13, 2008

/s/ Henry Goldberg
--------------------------------
    Henry Goldberg
    Chief Financial Officer,
    Principal Accounting Officer

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