**EXHIBIT
        31.2**
 
 **CERTIFICATION**
 
 
 I,
        Clifford A. Clark, certify that:
 
 1.
        I have
        reviewed this annual report on Form 10-KSB of Market Central, 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)) 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)
        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
 
 (c)
        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.
 
 Date:
        November 9, 2005
 
 
 /s/
        Clifford A. Clark
 
 Clifford
        A. Clark
 VP
        of
        Finance