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                                  EXHIBIT 31.2
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                                 CERTIFICATIONS
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I, David  Loflin,  Acting Chief  Financial  Officer of Air-Q Wi-Fi  Corporation,
certify that:

      1.    I have reviewed this quarterly  report on Form 10-QSB of Air-Q Wi-Fi
            Corporation;

      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 quarterly report;

      4.    The registrant's other certifying officers and I are responsible for
            establishing and maintaining  disclosure controls and procedures (as
            defined in Exchange Act Rules 13a-14 and 15d-14) 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 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
                  quarterly report based on such evaluation; and

            c)    disclosed in this report any change in  registrant's  internal
                  control over  financial  reporting  that  occurred  during the
                  registrant's  most recent fiscal  quarter that has  materially
                  affected,  or is reasonably  likely to adversely  affect,  the
                  registrant's internal control over financial reporting; and

      5.    The  registrant's  other  certifying  officers and I have disclosed,
            based  in our  most  recent  evaluation  of  internal  control  over
            financial  reporting,  to the  registrant's  auditors  and the audit
            committee of registrant's  board of directors (or persons performing
            the equivalent functions):

            a)    all  significant  deficiencies  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.

Date: May 24, 2004.



             /s/ DAVID LOFLIN
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             David Loflin
             Acting Chief Financial Officer