**Exhibit 31.2**

**CERTIFICATION**

I, Lawrence Litowitz, certify that:

| 1.     | I have reviewed this Quarterly Report of                        Silverstar Holdings, Ltd.;                                                                                                                                                                                                                                                                                                                    |
|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                          |   |
| 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 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))                        for the registrant 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.                                                                                                                                                                                                                                                                                                                                                                                                            | 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 |
|   |                                                                                                                                                                                                                                                                                                                                                                                                          |   |
|   | c.                                                                                                                                                                                                                                                                                                                                                                                                            | 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 registrant’s other certifying officer                        and I have disclosed, based on our most recent evaluation of internal                        control over financial reporting, to the registrant’s auditors and                        the audit committee of the registrant’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                        registrant’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                        registrant’s internal control over financial reporting.

                          |

 

Date: May 15, 2008

 

 

| /s/  Lawrence Litowitz                                                                  |
|----------------------------------------------------------------------------------------------|
| Lawrence Litowitz                                                                            |
| Chief Financial Officer

(Principal Financial and Accounting                        Officer) |

 

 

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