**EXHIBIT
        31.2**


**CERTIFICATION
        OF**
 **PRINCIPAL
        EXECUTIVE AND FINANCIAL OFFICER**
 **PURSUANT
        TO SECTION 302(a) OF THE SARBANES-OXLEY ACT OF 2002**
 
 I,
        Jonathan Rigbi, the Chief Financial Officer of DCI USA, Inc. (“DCI”), certify
        that:
 
 1.  I
        have
        reviewed this Annual Report on Form 10-K of DCI for the year ended December
        31,
        2007;
 
 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 DCI as of, and for, the periods
        presented in this report;
 
 4.  DCI’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 DCI 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 DCI, 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 DCI’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 DCI’s internal control over financial reporting
        that occurred during DCI’s most recent fiscal quarter (DCI’s fourth fiscal
        quarter in the case of an annual report) that has materially affected, or
        is
        reasonably likely to materially affect, DCI’s internal control over financial
        reporting; and
 
 5.  DCI ’s
        other
        certifying officers and I have disclosed, based on our most recent evaluation
        of
        internal control over financial reporting, to DCI’s auditors and the audit
        committee of DCI’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 DCI’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 DCI’s internal control over financial
        reporting.




DCI
              USA,
              INC.Date:
              May 9, 2008
            By:
            /s/ Jonathan
              RigbiName:
            Jonathan
                RigbiTitle:
            Chief
                Financial Officer
              Principal
                Financial and Accounting
                Officer)