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


Exhibit 32.2

In connection with the Quarterly Report of Downside Up, Inc. (the "Company") on
Form 10K-SB for the period ending January 31, 2006 as filed with the Securities
and Exchange Commission on the date hereof ("Report"), I, Angelo Luca,
Vice-President of the Company, certify, pursuant to 18 U.S.C. 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of
my knowledge:

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

      (2)   The information contained in the Report fairly presents, in all
            material respects, the financial condition and result of operations
            of the Company.

/s/ Angelo Luca
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Angelo Luca
Vice-President