CHIEF FINANCIAL OFFICER CERTIFICATION

I, Lawrence P. Tombari, Chief Financial Officer of Online Gaming Systems, Ltd.
(the "Company") do hereby certify that:

         (1)  I have reviewed this quarterly report on Form 10-Q of the Company
              for the quarter ended September 30, 2002;

         (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 in order 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 financials 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 Company, as of, and for, the
              period presented in this quarterly report;

         (4)  The Company's other certifying officer and I are responsible for
              establishing and maintaining disclosure controls and procedures
              (as defined in Exchange Act Rules 13a-14 and 15d-14) for the
              Company and we have:

              (a) designed such disclosure controls and procedures to ensure
                  that material information relating to the Company, including
                  its consolidated subsidiaries, is made known to us by others
                  within those entities, particularly during the period in which
                  this quarterly report was being prepared;

              (b) evaluated the effectiveness of the Company's disclosure
                  controls and procedures as of a date within 90 days prior to
                  the filing date of this quarter report (the "Evaluation
                  Date"); and

              (c) presented in this quarterly report our conclusions about the
                  effectiveness of the disclosure controls and procedures based
                  on our evaluation as of the Evaluation Date;

         (5)  The Company's other certifying officer and I have disclosed, based
              on our most recent evaluation, to the Company's auditors and the
              Company's board of directors:

              (a) all significant deficiencies in the design or operation of
                  internal controls which could have adversely affect the
                  Company's ability to record, process, summarize and report
                  financial data and have identified for the Company's auditors
                  any material weaknesses in internal controls; and

              (b) any fraud, whether or not material, that involves management
                  or other employees who have a significant role in the
                  Company's internal controls; and

         (6)  The Company's other certifying officer and I have indicated in
              this quarterly report whether or not there were significant
              changes in internal controls or in other factors that could
              significantly affect internal controls subsequent to the date of
              our most recent evaluation, including any corrective actions with
              regard to significant deficiencies and material weaknesses.


Dated: November 8, 2002                By: /s/ LAWRENCE P. TOMBARI
                                           -------------------------------------
                                           Lawrence P. Tombari
                                           Chief Financial Officer
                                           Online Gaming Systems, Ltd.


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