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EXHIBIT 31.2

CERTIFICATION UNDER SECTION 302 OF SARBANES-OXLEY

I, David C. Ferguson, certify that:

|1. | I have reviewed this annual report on
        Form 40-F of TransGlobe Energy Corp.;                                                                                                                                                                                                                                                       
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|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;
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|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 issuer as of, and for, the periods presented in
        this report;                       
|  
|4. | The issuer’s other certifying officer(s)
        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 issuer and have:                                                                                           
|  
|   | a)                                                                                                                                                                                                                                                                                                                                        
|  
|   | b)                                                                                                                                                                                                                                                                                                                                        
|  
|   | c)                                                                                                                                                                                                                                                                                                                                        
|  
|5. | The issuer’s other certifying officer(s)
        and I have disclosed, based on our most recent evaluation of internal
        control over financial reporting, to the issuer’s auditors and the
        audit committee of the issuer’s board of directors (or persons performing
        the equivalent functions):                    
|  
|   | a)                                                                                                                                                                                                                                                                                                                                        
|  
|   | b)                                                                                                                                                                                                                                                                                                                                        

|Date: March 24, 2005 |                        
|-------------------- | -----------------------
|                     | /s/ David Ferguson     
|                     | David C. Ferguson      
|                     | Chief Financial Officer

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