EXHIBIT 31.2
                Rules 13a-15(e) and 15d-15(e) and Rules 13a-15(f)
                    Certification of Chief Financial Officer


I, Clark D. Wraight, certify that:

   1.    I have reviewed this annual report on Form 10-KSB of PHAZAR CORP;

   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 statement  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 PHAZAR CORP as of, and for, the periods presented in this
         annual report;

   4.    PHAZAR  CORP'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 PHAZAR CORP
         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 PHAZAR
             CORP, 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)  not required

         c)  evaluated the  effectiveness of PHAZAR CORP'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 annual  report based on such
             evaluation; and

         d)  disclosed  in this  annual  report  any  change  in  PHAZAR  CORP's
             internal  control over  financial  reporting  that occurred  during
             PHAZAR  CORP's  most  recent  fiscal  quarter  that has  materially
             affected,  or is  reasonably  likely to materially  affect,  PHAZAR
             CORP's internal control over financial reporting; and

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




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         a)  all significant  deficiencies and material weaknesses in the design
             or operation of internal control over financial reporting which are
             reasonable  likely to adversely  affect  PHAZAR  CORP'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  PHAZAR  CORP's
             internal control over financial reporting


                                      PHAZAR CORP


                                      /s/ Clark D. Wraight
Date: February 20, 2004               ----------------------------------------
                                      Clark D. Wraight, Principal Financial
                                      Officer and Principal Accounting Officer







































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