Exhibit 31.2 
 

**CERTIFICATION****Pursuant toSection 302 of the Sarbanes-Oxley Act of 2002**
 

I, Robert Schneiderman, certify that: 

 

1.   I have reviewed this Form 10-K/A of VerbenaPharmaceuticals, Inc.; 

 

2.   Based on my knowledge, this report does notcontain any untrue statement of a material fact or omit to state a material factnecessary to make the statements made, in light of the circumstances under whichsuch statements were made, not misleading with respect to the period covered bythis report; 

 

3.   Based on my knowledge, the financial statements,and other financial information included in this report, fairly present in allmaterial respects the financial condition, results of operations and cash flowsof the registrant as of, and for, the periods presented in this report;

 

4.   I am responsible for establishing and maintainingdisclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)and 15d-15(e)) and internal control over financial reporting (as defined inExchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

       (a)   Designed such disclosurecontrols and procedures, or caused such disclosure controls and procedures to bedesigned under our supervision, to ensure that material information relating tothe registrant, including its consolidated subsidiaries, is made known to us byothers within those entities, particularly during the period in which thisreport is being prepared; 

 

       (b)   Designed such internalcontrol over financial reporting, or caused such internal control over financialreporting to be designed under our supervision, to provide reasonable assuranceregarding the reliability of financial reporting and the preparation offinancial statements for external purposes in accordance with generally acceptedaccounting principles; 

 

       (c)   Evaluated the effectivenessof the registrant’s disclosure controls and procedures and presented inthis report our conclusions about the effectiveness of the disclosure controlsand procedures, as of the end of the period covered by this report based on suchevaluation; and 

 

       (d)   Disclosed in this reportany change in the registrant’s internal control over financial reportingthat occurred during the registrant’s most recent fiscal quarter (theregistrant’s fourth fiscal quarter in the case of an annual report) thathas materially affected, or is reasonably likely to materially affect, theregistrant’s internal control over financial reporting; and 

 

5.   I have disclosed, based on my most recentevaluation of internal control over financial reporting, to theregistrant’s auditors and the audit committee of the registrant’sboard of directors (or persons performing the equivalent functions): 

 

       (a)   All significantdeficiencies and material weaknesses in the design or operation of internalcontrol over financial reporting which are reasonably likely to adversely affectthe registrant’s ability to record, process, summarize and reportfinancial information; and 

 

       (b)   Any fraud, whether or notmaterial, that involves management or other employees who have a significantrole in the registrant’s internal control over financial reporting.

 

Date:  August 26,, 2009 
 
/s/ RobertSchneidermanRobertSchneidermanPrincipal Financial Officer

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