Exhibit 31.2

                           INTERIM CAPITAL CORPORATION
                 FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2006
                    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, Mark Lindberg, certify that:

     1.   I have reviewed this quarterly  report on Form 10-Q of Interim Capital
          Corporation. (the registrant);
     2.   Based on my  knowledge,  this  quarterly  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.   I am responsible for establishing and maintaining  disclosure controls
          and  procedures  (as  defined  in  Exchange  Act Rules  13a-15(e)  and
          15d-15(e)) for the registrant and have;
          a.   designed such disclosure controls and procedures,  or caused such
               disclosure  controls  and  procedures  to be  designed  under  my
               supervision,  to ensure that material information relating to the
               registrant,  is made known to me by others,  particularly  during
               the period in which this report is being prepared;
          b.   evaluated  the  effectiveness  of  the  registrant's   disclosure
               controls  and   procedures   and  presented  in  this  report  my
               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 registrant's  internal
               controls  over  financial  reporting  that  occurred  during  the
               registrant's current fiscal quarter that has materially affected,
               or is reasonably  likely to materially  affect,  the registrant's
               internal control over financial reporting; and;
     5.   I have  disclosed,  based on my most  recent  evaluation  of  internal
          control over financial reporting, to the registrant's auditors and the
          audit  committee of the  registrant'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 registrant'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  registrant's
               internal control over financial reporting.

                                                          /s/ Mark Lindberg
                                                         -----------------------
                                                         Mark Lindberg
                                                         Chief Financial Officer
                                                         May 11, 2006