EXHIBIT 31.2

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


I, Thomas E. Walsh, certify that:

         1.       I have  reviewed  this  quarterly  report  on Form  10-QSB  of
                  Ironclad Performance Wear Corporation;

         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.

         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 of other  employees who have a significant
                           role  in  the  registrant's   internal  control  over
                           financial reporting.


Date: November 14, 2006                                  /S/ THOMAS E. WALSH
                                                         -----------------------
                                                         Thomas E. Walsh
                                                         Chief Financial Officer