EXHIBIT 31 (2)

CERTIFICATION
PURSUANT TO SECTION 302 OF THE SARBANES OXLEY ACT

I, Robert
Benou, Chairman and Chief Executive Officer of Conolog Corporation certify
that:

1.   I
have reviewed this quarterly report on Form 10-Q of Conolog Corporation.

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

4.
   The registrant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)) and internal
controls over financial reporting (as defined in Exchange Act Rules 13a-15(f)
and 15d-15(f)) for the registrant and have:

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| | 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 quarterly 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;                                                                                                          
| |    |                                                                                                                                                                                                                                                                                                                                                                                              
| | 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 that has
 materially affected, or is reasonably likely to materially affect, the
 registrants internal control over financial reporting;                                                                               

5.
   I have disclosed, based on my most recent evaluation, to the
registrants auditors and the audit committee of the registrants board of
directors (or persons performing the equivalent function):

| |    |                                                                                                                                                                                                                                                                        
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | a) | all significant
 deficiencies and material weaknesses in the design or operation of internal
 controls over financial reporting which are reasonably likely to adversely
 affect the registrants ability to record, process, summarize and report
 financial data; and
| |    |                                                                                                                                                                                                                                                                        
| | b) | any fraud, whether or not
 material, that involves management or other employees who have a significant
 role in the registrants internal controls over financial reporting.                                                                                          

|                         |                             |  | 
|------------------------ | --------------------------- |  | 
|Date: December
 15, 2009 |                            
|                         | By: /s/
 Robert S. Benou   
|                         |                             |  | 
|                         | Robert S.
 Benou           
|                         | Chief
 Financial Officer   
|                         | (Chief
 Accounting Officer)

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