**Exhibit 31.2**CERTIFICATION — CFO**CERTIFICATION**I, Robert C. Farenhem, certify that: 1. I have reviewed this quarterly report on Form 10-QSB of Coconut Palm AcquisitionCorp.;  2. Based on my knowledge, this quarterly report does not contain anyuntrue statement of a material fact or omit to state a materialfact necessary to make the statements made, in light of thecircumstances under which such statements were made, notmisleading with respect to the period covered by this quarterlyreport;  3. Based on my knowledge, the financial statements, and other financialinformation included in this quarterly report, fairly present in allmaterial respects the financial condition, results of operations andcash flows of the registrant as of, and for, the periods presented inthis quarterly report;  4. The registrant’s other certifying officer and I are responsible forestablishing and maintaining disclosure controls and procedures (asdefined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internalcontrol over financing reporting (as defined in Exchange Act Rules13a-15(f)) for the registrant and we have: a) Designed such disclosure controls and procedures, or caused suchdisclosure controls and procedures to be designed under oursupervision, to ensure that material information relating to theregistrant, including its consolidated subsidiary, is made known to usby others within those entities, particularly during the period inwhich this quarterly report is being prepared;  b) Designed such internal control over financial reporting, or causedsuch internal control over financial reporting to be designed underour supervision, to provide reasonable assurance regarding thereliability of financial reporting and the preparation of financialstatements for external purposes in accordance with generally acceptedaccounting principles;  c) Evaluated the effectiveness of the registrant’s disclosure controlsand procedures and presented in this report our conclusions about theeffectiveness of the disclosure controls and procedures, as of the endof the period covered by this report based on such evaluation; and  d) Disclosed in this report any change in the registrant’s internalcontrol over financial reporting that occurred during the registrant’smost recent fiscal quarter (the registrant’s fourth fiscal quarter inthe case of an annual report) that has materially affected, or isreasonably likely to materially affect, the registrant’s internalcontrol over financial reporting. 5. The registrant’s other certifying officer and I have disclosed, basedon our most recent evaluation of internal control over financialreporting, to the registrant’s auditors and the audit committee of theregistrant’s board of directors (or persons performing the equivalentfunctions): a) All significant deficiencies and material weaknesses in the design oroperation of internal controls over financial reporting which arereasonably likely to adversely affect the registrant’s ability torecord, process, summarize and report financial information; and  b) Any fraud, whether or not material, that involves management or otheremployees who have a significant role in the registrant’s internalcontrol over financial reporting.                                                                                        /s/ Robert C. Farenhem  Date: November 14, 2005 Signature:           Vice President and Secretary        **(principal financial and accounting officer)**