**EXHIBIT
      31.2**


**CERTIFICATION
      OF CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION**


**1350
      AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF
      2002**





I,
      Antonio F. Uccello, III, Chief Financial Officer certify that:





1.           I
      have reviewed this Quarterly Report on Form 10QSB of Sign Media Systems,
      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 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 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 I 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


me 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 my conclusions about the effectiveness of the disclosure
      controls and procedures based on my 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 function):




(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.





Dated:  August
      20, 2007





/s/
      Antonio F. Uccello, III


Antonio
      F. Uccello, III


Chief
      Financial Officer