EXHIBIT 31.2
                                 CERTIFICATIONS

I, Andrew Reiben, certify that:

1. I have reviewed this amended annual report (this "annual report") on Form
10-K/A of ATC Healthcare, Inc.;
2. Based on my knowledge, this annual 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 annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;

4. The registrant'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 registrant and have:

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

                  (b) evaluated the effectiveness of the registrant'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 evaluations; and

                  (c) disclosed in this report any change in the registrant's
internal control over financial  reporting that occurred during the registrant's
fourth Fiscal quarter that has materially  affected,  or is reasonably likely to
materially affect, the registrant's  internal control over financial  reporting;
and

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation of internal control over financial reporting, to the
registrant's auditors and the audit committee of registrant'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  registrant'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  registrant's
internal control over financial reporting.

Date: September 26, 2005
                                                     /s/ ANDREW REIBEN
                                                     -------------------------
                                                     Andrew Reiben
                                                     Chief Financial Officer,
                                                     Senior Vice President,
                                                     Finance and Treasurer