Exhibit 31.2

        SECTION 302 CERTIFICATION PURSUANT TO SARBANES-OXLEY ACT OF 2002
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        I, James J. Mastriani, Chief Financial Officer of Velocity Asset
Management, Inc. hereby certify that:

1.     I have reviewed this amended Annual Report on Form 10-KSB of Velocity
       Asset Management, Inc.;

2.     Based on my knowledge, this amended 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 Annual Report;

3.     Based on my knowledge, the financial statements, and other financial
       information included in this amended Annual 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
       Annual 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-15 and 15d-15(e)) for the Registrant
       and we 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 Registrant, including
       its consolidated subsidiaries, is made known to us 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 and presented in this amended Annual Report our
       conclusions about the effectiveness of the disclosure controls and
       procedures, as of the end of the period covered by this amended report
       based on such evaluation; and

       (c)   disclosed in this amended Annual Report any change in the
       Registrant's internal control over financial reporting that occurred
       during the Registrant's fourth fiscal quarter that has materially
       affected, or is reasonably likely to materially affect, the Registrant's
       internal control over financial reporting; and

5.     The Registrant's other certifying officer and I have disclosed, based on
       our most recent evaluation, to the Registrant's auditors and to the audit
       committee of Registrant's board of directors (or persons performing the
       equivalent function):

       (a)   all significant deficiencies and material weaknesses in the design
       or operation of internal controls 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
       controls.


Dated:  August 10, 2005                 /s/ JAMES J. MASTRIANI
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                                        James J. Mastriani
                                        Chief Financial Officer