EXHIBIT 31.2

                                  CERTIFICATION

I, Steve Thomson, certify that:

1.   I have reviewed this annual report on Form 10-KSB of LION, 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 registrant 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 small
          business issuer, is made known to us by others within the
          organization, particularly during the period in which this report is
          being prepared;

     b.   evaluated the effectiveness of the small business owner'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 small business owner's
          internal control over financial reporting that occurred during the
          small business owner's most recent fiscal quarter (the small business
          owner's fourth fiscal quarter in the case of an annual report) that
          has materially affected, or is reasonably likely to materially affect,
          the small business owner's internal control over financial reporting;
          and

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

     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 owner'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 owner's
          internal control over financial reporting.


Date:    March 30, 2007                              /s/ Steve Thomson
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                                                     Steve Thomson
                                                     Chief Financial Officer