EXHIBIT 31.2
                       DIGITAL DESCRIPTOR SYSTEMS, INC.
                OFFICER'S CERTIFICATE PURSUANT TO SECTION 302

    I, Michael Pellegrino, the Chief Financial Officer, of Digital Descriptor
Systems, Inc., certify that:

1)     I have reviewed this Form 10-KSB of Digital Descriptor Systems, Inc. for
       the fiscal year ended December 31, 2004;

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 is made known to us by other 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
            of 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:  April 15, 2005

/s/ Michael Pellegrino
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Michael Pellegrino
Chief Financial Officer