EXHIBIT 4.2

                                CERTIFICATION


I, Martin Murray, Chief Financial Officer certify that:

1.              I have reviewed this quarterly report on Form 10-QSB of
       AngioGenex, Inc. (the "Registrant");

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 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 officers 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 officers 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 17, 2006                   By: /s/ Martin Murray
                                     ------------------------------
                                             Martin Murray
                                             Chief Financial Officer


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