Exhibit 31-2

                  CERTIFICATION PURSUANT TO SECTION 302 OF THE
                           SARBANES-OXLEY ACT OF 2002


I, Derek J. Brent, certify that:

     1. I have reviewed this quarterly report on Form 10-QSB of Rezconnect
        Technologies, Inc.

     2. Based on my knowledge, this quarterly report does not contain any untrue
        statement of a material fact or omit 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 quarterly
        report;


     3. Based on my knowledge, the financial statements, and other financial
         information included in this quarterly 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 quarterly 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-14 and 15d-14) for the registrant
         and we have:

            1. designed such disclosure controls and procedures to ensure
               that material information relating to the registrant, is made
               known to us by others within those entities, particularly during
               the period in which this quarterly report is being prepared;
            2. evaluated the effectiveness of the registrant's disclosure
               controls and procedures as of a date within 90 days prior to the
               filling date of this quarterly report ("Evaluation Date") ;and
            3. presented in this quarterly 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 officer 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 function):
            1. All significant deficiencies in the design or operation of
               internal control 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
               weakness in internal controls; and
            2. 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 officer and I have indicated in this
         quarterly report whether or not there were significant changes in
         internal controls or in other factors that could subsequently affect
         internal controls subsequent to the date of our most recent
         evaluation, including any corrective actions with regard to
         significant deficiencies and material weaknesses.


     Date September 30, 2004


     /s/  Derek J. Brent
     Derek J. Brent,
     Chief Financial Officer, Rezconnect Technologies, Inc.