EXHIBIT 31.2


CERTIFICATION

I, Mark D. Mishler,
certify that:

1.
I have reviewed this annual report on Form 10-K of Vital Signs, 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 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 registrant as of, and
for, the periods presented in this 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)) and internal controls over
financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f))
for the registrant 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 registrant, including its consolidated
  subsidiaries, is made known to us by others within those entities,
  particularly during the period in which this report is being prepared;      
| |                                                                                                                                                                                                                                                                                                                                                                                                  
| | b)
  designed such internal control over financial reporting, or caused such
  internal control over financial reporting to be designed under our
  supervision, to provide reasonable assurance regarding the reliability of
  financial reporting and the preparation of financial statements for external
  purposes in accordance with generally accepted accounting principles;             
| |                                                                                                                                                                                                                                                                                                                                                                                                  
| | c)
  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 evaluation; and                                                                                                    
| |                                                                                                                                                                                                                                                                                                                                                                                                  
| | d)
  disclosed in this report any change in the registrants internal control over
  financial reporting that occurred during the registrants most recent fiscal
  quarter (the registrants fourth fiscal quarter in the case of an annual
  report) that has materially affected, or is reasonably likely 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 the 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:
  December 14, 2007 |     |                                       
|                          | By: | /s/ MARK D. MISHLER                   
|                          |     |                                       
|                          |     | Mark D.
  Mishler                     
|                          |     |                                       
|                          |     | Chief Financial and Accounting Officer

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