Exhibit 31.2

                                  CERTIFICATION

      I, Alan Cohen, certify that:

      1. I have reviewed this annual report on Form 10-KSB of Dominix, Inc.;

      2. Based on my  knowledge,  this annual 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 annual
report;

      3. Based on my knowledge,  the financial  statements,  and other financial
information  included  in this annual  report,  fairly  present in all  material
respect the financial  condition,  results of  operations  and cash flows of the
registrant as of, and for, the periods presented in this annual report.

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

            a) designed such  disclosure  controls and procedures 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 annual  report is
      being prepared;

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

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

      5. The registrant's other certifying officers and I have disclosed,  based
on our most  recent  evaluation,  to the  registrant's  auditors  and the  audit
committee  of  registrant's  Board  of  Directors  (or  persons  performing  the
equivalent functions):

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

      6. The registrant's other certifying officers and I have indicated in this
annual 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.

April 8, 2004


                                        /s/ Alan Cohen
                                        ----------------------------------------
                                        Alan Cohen
                                        Chief Financial Officer