EXHIBIT 23.2


                        INDEPENDENT AUDITORS' CONSENT OF
                     POLLARD-KELLEY AUDITING SERVICES, INC.

We hereby consent to the incorporation in this form SB-2 and related  Prospectus
of Sealife  Corporation.  for the registration of 6,600,000 shares of its common
stock, of our report dated August 28, 2004, which includes an emphasis paragraph
relating to the Company's  ability to continue as a going concern,  with respect
to the consolidated  financial  statements of Sealife  Corporation as of May 31,
2004 and 2003,  and for the fiscal  years  then  ended.  We also  consent to the
reference to our Firm under the captions "Experts" in such Prospectus.


/S/ TERANCE KELLEY
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Terance Kelley
Pollard-Kelley Auditing Services, Inc.

Fairlawn, Ohio
January 20, 2005