**EXHIBIT
      31-2**




**CERTIFICATE
      OF THE CHIEF FINANCIAL OFFICER**


**PURSUANT
      TO 15 U.S.C. 78m(a) OR 78o(d)**


**(SECTION
      302 OF THE SARBANES-OXLEY ACT OF 2002)**





I,
      Harel
      Goldstein, certify that:





(1)    I
      have reviewed this Annual Report on Form 10-KSB for the fiscal year ended
      August 31, 2005 of Easy.Com Inc.;





(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 small business issuer
      as
      of, and for, the periods presented in this report;





(4)  
      The small business issuer’s other certifying officer(s) 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)) and internal control over
      financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))
      for the small business issuer 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 small business issuer, 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)   Designed
      such internal control over financial reporting, or caused such internal control
      over financial reporting to be designed under our supervision, to provide
      reasonable assurance regarding the reliability of financial reporting and the
      preparation of financial statements for external purposes in accordance with
      generally accepted accounting principles;





(c)   Evaluated
      the effectiveness of the small business issuer’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





(d)  
      Disclosed in this report any change in the small business issuer’s internal
      control over financial reporting that occurred during the small business
      issuer’s most recent fiscal quarter (the small business issuer’s fourth fiscal
      quarter in the case of an annual report) that has materially affected, or is
      reasonably likely to materially affect, the small business issuer’s internal
      control over financial reporting; and





(5)  
      The small business issuer’s other certifying officer(s) and I have disclosed,
      based on our most recent evaluation of internal control over financial
      reporting, to the small business issuer’s auditors and the audit committee of
      the small business issuer’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 small business issuer’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 small business issuer’s internal control over
      financial reporting.




/s/ 
                Harel GoldsteinHarel
              GoldsteinDirector
              and
              Chief Financial OfficerAugust
                22, 2006