Exhibit 32

                           Section 1350 Certification

Pursuant  to  18  U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley  Act  of  2002  ("Section  906"),  H. Douglas Saathoff, the Chief
Executive  Officer  and  the  Principal  Accounting  and  Financial  Officer  of
Nighthawk  Systems, Inc., certifies that (i) the Quarterly Report on Form 10-QSB
for  the  period  ended  June  30,  2006 fully complies with the requirements of
Section  13(a)  or  15(d)  of  the  Securities Exchange Act of 1934 and (ii) the
information  contained in such report fairly presents, in all material respects,
the  financial  condition  and  results of operations of Nighthawk Systems, Inc.

A  signed  original  of  this written statement required by Section 906 has been
provided  to  Nighthawk Systems, Inc. and will be retained by Nighthawk Systems,
Inc.  and  furnished to the Securities and Exchange Commission or its staff upon
request.


Date:  August 14, 2006    By:    /s/ H. Douglas Saathoff
                                 ----------------------------------
                                 H. Douglas Saathoff,
                                 Chief Executive Officer and Principal
                                 Accounting and Financial Office