EXHIBIT 32.2


                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the quarterly report of Neoware Systems, Inc. (the "Company")
on Form 10-Q for the quarter ended March 31, 2005 as filed with the Securities
and Exchange Commission on the date hereof (the "Report"), I, Keith D. Schneck,
Executive Vice President and Chief Financial Officer of the Company, certify,
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, that, to such officer's knowledge:

(1)  The Report fully complies with the requirements of section 13(a) or 15(d)
     of the Securities Exchange Act of 1934; and

(2)  The information contained in the Report fairly presents, in all material
     respects, the financial condition and results of operations of the Company
     as of the dates and for the periods expressed in the Report.




                            /s/ KEITH D. SCHNECK
                            ----------------------------------------------------
                            Keith D. Schneck
                            Executive Vice President and Chief Financial Officer
                            (Principal Financial Officer)
                            May 10, 2005

The foregoing certification is being furnished to the Securities and Exchange
Commission pursuant to 18 U.S.C. Section 1350 as an exhibit to the Report and is
not being filed as part of the Report or as a separate disclosure document.