Exhibit 31.2

CERTIFICATION
PURSUANT TO EXCHANGE ACT RULES 13A-14(A) AND 15D-14(A),
AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Joseph M. Ramos, Jr.,
certify that:

| |                                                                                                                                                                                                                                                                                                                                                                                                     
| | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (1) I have
  reviewed this quarterly report on Form 10-Q of Siebert Financial Corp.;                                                                                                                                                                                                                                                                                                                
| |                                                                                                                                                                                                                                                                                                                                                                                                     
| | (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, 2007 | By: | /s/
  Joseph M. Ramos, Jr.                            
|                     |     |                                                       
|                     |     | Joseph M.
  Ramos, Jr.                                 | 
|                     |     | Executive
  Vice President and Chief Financial Officer
|                     |     | (principal
  financial and accounting officer)         | 
|                     |     |                                                        | 

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