**Exhibit 31.2**

 

**CERTIFICATION OF CFO PURSUANT TOSECURITIES EXCHANGE ACT RULES 13A-14 AND 15D-14AS ADOPTED PURSUANT TOSECTION 302 OF THE SARBANES-OXLEY ACT OF 2002**

 

I, Robert S. Stefanovich,the Chief Financial Officer of Artemis International Solutions Corporation,certify that:

 

1.                       I have reviewed this annual report on Form10-K/A of Artemis International Solutions Corporation (the “registrant”);

 

2.                                      Based on my knowledge, this annual reportdoes not contain any untrue statement of a material fact or omit to state amaterial fact necessary to make the statements made, in light of thecircumstances under which such statements were made, not misleading withrespect 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 presentin all material respects the financial condition, results of operations andcash flows of the registrant as of, and for, the periods presented in thisannual report;

 

4.                             The registrant’s other certifying officer andI are responsible for establishing and maintaining disclosure controls andprocedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for theregistrant and have:

(a)                   Designed such disclosure controls andprocedures or caused such disclosure controls and procedures to be designedunder our supervision, to ensure that material information relating to theregistrant, including its consolidated subsidiaries, is made known to us byothers within those entities, particularly during the period in which thisannual report was being prepared;

(b)                  Evaluated the effectiveness of theregistrant’s disclosure controls and procedures and presented in this annualreport our conclusions about the effectiveness of the disclosure controls andprocedures as the end of the period covered by this report based on suchevaluation; and

(c)                   Disclosed in this reportany change in the registrant’s internal control over financial reporting thatoccurred during the registrant’s most recent fiscal quarter (the registrant’sfourth fiscal quarter in the case of an annual report) that has materiallyaffected, or is reasonably likely to materially affect, the registrant’sinternal control over financial reporting.

 

5.                             The registrant’s other certifying officer andI have disclosed, based on our most recent evaluation of internal control overfinancial reporting, to the registrant’s auditors and the audit committee ofthe registrant’s board of directors (or persons performing the equivalentfunctions):

(a)                   All significant deficiencies and materialweaknesses in the design or operation of internal control over financialreporting which are reasonably likely to adversely affect the registrant’sability to record, process, summarize and report financial information and

(b)                  Any fraud, whether or not material, thatinvolves management or other employees who have a significant role in theregistrant’s internal control over financial reporting.

 

 
| Date:  | July  12, 2004 |                                            | /s/  Robert S. Stefanovich |   |
|--------|----------------|-------------------------------------------------|----------------------------|--------|
|   |           | Robert  S. Stefanovich, Chief Financial Officer |

 

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