**EXHIBIT
31.2**
 **CERTIFICATION
PURSUANT TO RULE 13a-14(a)/15d-14(a)**
 **OF
THE SECURITIES EXCHANGE ACT OF 1934**
 
 In
connection with the Quarterly Report of SmartVideo Technologies, Inc. (the
“Company”) on Form 10-QSB for the quarter ended March 31, 2005, as filed with
the Securities and Exchange Commission on the date hereof, I, Michael P. Walsh,
the Chief Financial Officer of the Company, certify, pursuant to Rule 13a-14(a)
of the Securities Exchange Act of 1934, that:
 
 1.
    I
      have reviewed the Quarterly Report on Form 10-QSB of the Company for the
      quarter ended March 31, 2005;
 
 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
      registrant as of, and for, the periods presented in this report;
 
 4.
    Thesmall
      business issuer'sother certifying officer 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 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, 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 registrant'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 registrant’s internal control over financial
reporting that occurred during the registrant’s most recent fiscal quarter (the
registrant’s fourth fiscal quarter in the case of an annual report) that has
materially affected, or is reasonably likely to materially affect, the
registrant’s internal control over financial reporting; and
 
 5.
    Thesmall
      business issuer'sother certifying officer and I have disclosed, based on my most recent
      evaluation of internal control over financial reporting, to the
      registrant’s auditors and 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.
 ****DateMay
      23, 2005
    By:
    /s/ Michael P. WalshMichael
      P. Walsh
      Chief
      Financial Officer