**EXHIBIT 31.2**

**SECTION 302CERTIFICATION OF CHIEF FINANCIAL OFFICER**

I, James R. McLaughlin, certify that:

1. I have reviewed this report on Form 10-K/A(Amendment No. 1) of AmeronInternational Corporation;

2. Based on my knowledge, this report does not containany untrue statement of a material fact or omit to state a material factnecessary to make the statements made, in light of the circumstances underwhich such statements were made, not misleading with respect to the periodcovered by this report;

3. Based on my knowledge, the financial statements, and otherfinancial information included in this report, fairly present in allmaterial respects the financial condition, results of operations and cash flowsof the Registrant as of, and for, the periods presented in this report;

4. The Registrant's other certifying officers and I areresponsible for establishing and maintaining disclosure controls and procedures(as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal controlover financial reporting (as defined in Exchange Act Rules 13a-15(f) and15(d)-15(f)) for the Registrant and have:

a) designed such disclosure controls and procedures,or caused such disclosure controls and procedures to be designed under oursupervision, to ensurethat material information relating to the Registrant, including itsconsolidated subsidiaries, is made known to us by others within those entities,particularly during the period in which this report is being prepared;

b) designed such internal control over financial reporting, orcaused such internal control over financial reporting to be designed under oursupervision, to provide reasonable assurance regarding the reliability offinancial reporting and the preparation of financial statements for externalpurposes in accordance with generally accepted accounting principles;

c) evaluated the effectiveness of theRegistrant's disclosurecontrols and procedures; and presented in this report our conclusionsabout the effectiveness of the disclosure controls and procedures, as of the endof the period covered by this report based on such evaluation, and;

d) disclosed in this report any change in theRegistrant'sinternal control over financial reporting that occurred during the Registrant'smost recent fiscal quarter (the Registrant's fourth fiscal quarter in the caseof an annual report) that has materially affected, or is reasonablylikely to materially affect, the Registrant's internal control over financialreporting; and

5. The Registrant's other certifying officers and I havedisclosed, based on our most recent evaluation of internal control overfinancial reporting, to the Registrant's auditors andthe audit committee of Registrant's board of directors (or persons performingthe equivalent functions):

a) all significant deficiencies and materialweaknesses in the design or operation ofinternal control over financial reporting which are reasonably likely toadversely affect the Registrant's ability to record, process, summarize andreport financial information; and

b) any fraud, whether or not material, that involves managementor other employees who have a significant role in the Registrant's internalcontrol over financial reporting.

| February 17, 2006 |
|------------------------|
|                   |
| * *               | */s/ James R. McLaughlin* |
|                   | *James R. McLaughlin* |
|                   | *Senior Vice President-Chief Financial  Officer* |
|                   | *& Treasurer* |