EXHIBIT 31.2
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              SECTION 302 CERTIFICATION OF CHIEF FINANCIAL OFFICER

     I, Robert S. Rubinger,  Chief Financial Officer of  United-Guardian,  Inc.,
certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of United-Guardian,
     Inc.

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 annual
     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 Company as of, and for, the periods presented in this report;

4.   The  Company'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 Company 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  Company,
        including its consolidated  subsidiaries,  is made known to us by others
        within those  entities,  particularly  during the period in which annual
        report is being prepared;

     b) evaluated the  effectiveness of  the  Company's  disclosure controls and
        procedures  and  presented  in this  report  our  conclusions  about the
        effectiveness of the disclosure  controls and procedures,  as of the end
        of the period covered by this report based on such evaluation; and

     c) disclosed in  this report  any  change in the Company's internal control
        over  financial  reporting  that  occurred  during  the  Company's  most
        recent  fiscal  quarter (the  Company's  fourth  fiscal  quarter in  the
        case of an annual report) that has materially affected, or is reasonably
        likely  to  materially  affect,  the  Company's  internal  control  over
        financial reporting; and

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

     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  Company'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 Company's internal control
        over financial reporting.


Date:  May 8, 2007                       /s/ Robert S. Rubinger
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                                         Robert S. Rubinger
                                         Chief Financial Officer