**Exhibit 31.2**

 

**CERTIFICATIONPURSUANT TO SECTION 302(a) OF THE SARBANES-OXLEY ACT OF 2002**

 

I, Matthew C. Wolsfeld,certify that:

 

1.                             I have reviewed this quarterly report on Form 10-QSB of NorthernTechnologies International Corporation;

 

2.                             Based on my knowledge, this report does notcontain any untrue statement of a material fact or omit to state a materialfact necessary to make the statements made, in light of the circumstances underwhich such statements were made, not misleading with respect to the periodcovered by this report;

 

3.                             Based on my knowledge, the financialstatements, and other financial information included in this report, fairlypresent in all material respects the financial condition, results of operationsand cash flows of the small business issuer as of, and for, the periodspresented in this report;

 

4.                             The small business issuer’s other certifyingofficers and I are responsible for establishing and maintaining disclosurecontrols and procedures (as defined in Exchange Act Rules 13a-15(e) and15d-15(e)) for the small business issuer and have:

 

(a)      Designed such disclosurecontrols and procedures, or caused such disclosure controls and procedures tobe designed under our supervision, to ensure that material information relatingto the small business issuer, including its consolidated subsidiaries, is madeknown to us by others within those entities, particularly during the period inwhich this report is being prepared;

 

(b)      Evaluated theeffectiveness of the small business issuer’s disclosure controls and proceduresand presented in this report our conclusions about the effectiveness of thedisclosure controls and procedures, as of the end of the period covered by thisreport based on such evaluation; and

 

(c)      Disclosed in this reportany change in the small business issuer’s internal control over financialreporting that occurred during the small business issuer’s fourth quarter thathas materially affected, or is reasonably likely to materially affect, thesmall business issuer’s internal control over financial reporting; and

 

5.                             The small business issuer’s other certifyingofficers and I have disclosed, based on our most recent evaluation of internalcontrols over financial reporting, to the small business issuer’s auditors andthe audit committee of the small business issuer’s board of directors (orpersons performing the equivalent function):

 

(a)       All significantdeficiencies and material weaknesses in the design or operation of internalcontrols over financial reporting which are reasonably likely to adverselyaffect the small business issuer’s ability to record, process, summarize andreport financial information; and

 

(b)      Anyfraud, whether or not material, that involves management or other employees whohave a significant role in the small business issuer’s internal controls overfinancial reporting.

 
|                      |                                                 |
|---------------------------|-------------------------------------------------|
|                      |                                            |
| Date:  July 11, 2008 | Matthew  C. Wolsfeld, CPA                       |
|                      | Chief Financial Officer and Corporate Secretary |

 

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