Exhibit 31.2

CERTIFICATIONS

I, John P. Broderick, certify that: 

1. I have reviewed  this annual report on Form 10-K of Level 8 Systems, Inc.; 

2. Based on my knowledge, this annual report does not contain any untrue statement  of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which  such statements were made, not misleading with respect to the period covered by this annual report; 

3. Based on my knowledge, the financial statements, and other financial information  included in this annual report, fairly present in all material respects the financial condition, results of operations and cash flows  of the registrant as of, and for, the periods presented in this annual report; 

4. The registrant's other certifying officers and I are responsible for establishing  and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and 15d-14) for the registrant  and have: 

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 a) designed such disclosure controls and procedures to ensure that material information    relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly    during the period in which this annual report is being prepared; 

 b) designed such internal control over financial reporting, or caused such internal    control over financial reporting to be designed under our supervision to provide reasonable assurance regarding the reliability of    financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting    principles; 

 c) evaluated the effectiveness of the registrant's disclosure controls and procedures    as of a date within 90 days prior to the filing date of this annual report (the "Evaluation Date"); and 

 d) presented in this annual report our conclusions about the effectiveness of    the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 

5. The registrant's other certifying officers and I have disclosed, based on our  most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of registrant's  board of directors (or persons performing the equivalent functions): 

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 a) all significant deficiencies in the design or operation of internal controls    which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified    for the registrant's auditors any material weaknesses in internal controls over financial reporting; and 

 b) any fraud, whether or not material, that involves management or other employees    who have a significant role in the registrant's internal controls; and 

6. The registrant's other certifying officers and I have indicated in this annual  report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls  subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material  weaknesses. 

Date: March 29, 2004

|   | /s/ John P. Broderick                                                                   |
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|   |                                                                                              |
|   | John P. BroderickChief Financial and Operating Officer        (Principal Accounting Officer) |

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