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                                                                    EXHIBIT 31.2

                      CERTIFICATION PURSUANT TO RULE 13a-14
  OF THE SECURITIES EXCHANGE ACT OF 1934 as adopted pursuant to section 302 of
                         the Sarbanes-Oxley act of 2002
                                       of
                             Chief Operating Officer

I, Irvin F. Witcosky, Chief Operating Officer, President and Director of Henry
Bros. Electronics, Inc. (the "Registrant"), certify that:

      1.    I have reviewed this annual report on Form 10-KSB of the small
            business issuer;

      2.    Based on my knowledge, this 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 report;

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

      4.    The small business issuer'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 internal controls (as defined in Exchange Act Rules
            13(a)-15(f) for the small business issuer and have:
            a)    Designed such disclosure controls and procedures, or caused
                  such disclosure controls and procedures to be designed under
                  our supervision, to ensure that material information relating
                  to the small business issuer, including its consolidated
                  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 controls 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 small business issuer's
                  disclosure controls and procedures and presented in this
                  report our conclusions about the disclosure controls and
                  procedures, as of the end of the period covered by this report
                  based upon such evaluation; and
            d)    Disclosed in this report any changes in the small business
                  issuers internal financial reporting that occurred during the
                  small business issuer's most recent fiscal quarter (the small
                  business issuer's fourth quarter) that has materially affected
                  or is reasonably likely to materially affect, the small
                  business issuer's internal control over financial reporting.






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

            a)    All significant deficiencies and material weaknesses in the
                  design or operation of internal control over financial
                  reporting which are reasonably likely to adversely affect the
                  small business issuer's ability to record, process, summarize
                  and report financial information; and
            b)    Any fraud, whether or not material, that involves management
                  or other employees who have a significant role in the small
                  business issuer's internal control over financial reporting.

Date: March 24, 2006          /s/ Irvin F. Witcosky
                              --------------------------------------------------
                              Name: Irvin F. Witcosky
                              Chief Operating Officer, President and Director