EXHIBIT 99.2

                            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 on Form 10-Q (the "Form 10-Q")
of VL Dissolution Corporation, a Colorado corporation (the "Company"), for the
quarter ended March 31, 2003, as filed with the Securities and Exchange
Commission on the date hereof (the "Report"), the undersigned officer of the
Company certifies pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,
that, to his 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.

Dated: May 5, 2003

/s/ RICHARD P. DUTKIEWICZ
- -----------------------------------
Richard P. Dutkiewicz
Chief Financial Officer

This certification accompanies the Report pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the
Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended and is not to be
incorporated by reference into any filing of the Company under the Securities
Act of 1933, as amended or the Securities Exchange Act of 1934, as amended
(whether made before or after the date of the Report), irrespective of any
general incorporation language contained in such filing.