**EXHIBIT 31.2**

RULE13a-14(a)/15d-14(a) CERTIFICATION 

        I,Robert P. Heller, certify that:  

        1.                 Ihave reviewed this Quarterly Report on Form 10-Q of National Home Health Care          Corp.;  

        2.                 Basedon my knowledge, this Quarterly Report does not contain any untrue           statement ofa material fact or omit to state a material fact necessary to make           thestatements made, in light of the circumstances under which such statements           weremade, not misleading with respect to the period covered by this Quarterly          Report;  

        3.                 Basedon my knowledge, the financial statements, and other financial information          included in this Quarterly 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 Quarterly Report;  

        4.                 TheRegistrant’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)) for the Registrant and we have:  

                    a)                 designedsuch disclosure controls and procedures, or caused such disclosure and           controlprocedures to be designed under our supervision, to ensure that material          information relating to the Registrant, including its consolidatedsubsidiaries,           is made known to us by others within those entities, particularlyduring the           period in which this Quarterly Report is being prepared;  

                    b)                 evaluatedthe effectiveness of the Registrant’s disclosure controls and           proceduresand presented in this Quarterly Report our conclusions about the           effectivenessof the disclosure controls and procedures, as of the end of the           period coveredby this Quarterly Report, based on such evaluation; and  

                    c)                 disclosedin this Quarterly Report any change in the Registrant’s internal           controlover financial reporting that occurred during the Registrant’s most           recentfiscal quarter that has materially affected, or is reasonably likely to          materially affect, the Registrant’s internal control over financial          reporting; and  

        5.                 TheRegistrant’s other certifying officers and I have disclosed, based on           ourmost recent evaluation of internal control over financial reporting, to the          Registrant’s auditors and the audit committee of Registrant’s boardof           directors (or persons performing the equivalent functions):  

                    a)                 allsignificant deficiencies and material weaknesses in the design or operation           ofinternal control over financial reporting which are reasonably likely to          adversely affect the Registrant’s ability to record, process, summarizeand           report financial information; and  

                    b)                 anyfraud, whether or not material, that involves management or other employees           whohave a significant role in the Registrant’s internal control over          financial reporting.  

Date: March 16, 2007