**EXHIBIT 31.2**

 

CERTIFICATION

 

I,Forrest Jordan, Senior Vice President and Chief Financial Officer of IWT TesoroCorporation, certify that:

 

1.               I have reviewed this report onForm 10-Q-A of IWT Tesoro Corporation for the quarter ended September 30,2005;

 

2.     Based on my knowledge, thisreport does not contain any untrue statement of a material fact or omit tostate a material fact necessary to make the statements made, in light of thecircumstances under which such statements were made, not misleading with respectto the period covered by this  report;

 

3.     Based on my knowledge, thefinancial statements, and other financial information included in this report,fairly present in all material respects the financial condition, results ofoperations and cash flows of the registrant as of, and for, the periodspresented in this  report;

 

4.     The registrant’s othercertifying officer and I am responsible for establishing and maintainingdisclosure controls and procedures (as defined in Exchange ActRules 13a-15(e) and 15d-15(e) and internal control over financialreporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for theregistrant and we have:

 

a) Designed such disclosure controls and procedures,or caused such disclosure controls and procedures to be designed under oursupervision, to ensure that material information relating to the registrant,including its consolidated subsidiaries, is made known to us by others withinthose entities, particularly during the period in which this  report is being prepared;

 

b) Paragraph omitted pursuant to SEC Release Nos. 33-8238and 34-47986;

 

c) Evaluated the effectiveness of the registrant’sdisclosure controls and procedures presented in this report our conclusionsabout the effectiveness of the disclosure controls and procedures, as of theend of the period covered by this report based on such evaluation; and

 

d) Disclosed in this report any change in theregistrant’s internal control over financial reporting that occurred during theregistrant’s most recent fiscal quarter that has materially affected, or isreasonably likely to materially affect, the registrant’s internal control overfinancial reporting; and

 

5.     The registrant’s othercertifying officer and I have disclosed, based on our most recent evaluation ofinternal control over financial reporting, to the registrant’s auditors and theaudit committee of registrant’s board of directors (or persons performing theequivalent function):

 

a) All significant deficiencies in the design oroperation of internal controls which could adversely affect the registrant’sability to record, process, summarize and report financial data and haveidentified for the registrant’s auditors any material weaknesses in internalcontrols; and

 

b) Any fraud, whether or not material, that involvesmanagement or other employees who have a significant role in the registrant’sinternal controls over financial reporting.

 
| Date:  May 18, 2006 | By:                                                | /s/ Forrest Jordan |   |
|---------------------|----------------------------------------------------|--------------------|--------|
|                | Forrest  Jordan,                                   |
|                | Senior  Vice President and Chief Financial Officer |

 

----