EXHIBIT 31.2
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     CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
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I, Kent P. Watts, certify that:

1.   I  have  reviewed  this  annual  report  on  Form 10-KSB Amendment No. 1 of
     HyperDynamics Corporation;

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
     HyperDynamics  Corporation  as  of,  and for, the periods presented in this
     report;

4.   HyperDynamics Corporation's other certifying officer(s) and I

     (a)  are  responsible  for  establishing  and  maintaining  disclosure
     controls  and  procedures  (as  defined in Exchange Act Rules 13a-15(e) and
     15d-15(e)) for HyperDynamics Corporation and have:

     (b)  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 HyperDynamics Corporation,
     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;

     (c)  Evaluated  the  effectiveness  of  HyperDynamics  Corporation'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 HyperDynamics Corporation's
     internal  control  over  financial  reporting  that  occurred  during
     HyperDynamics  Corporation's  most  recent  fiscal year that has materially
     affected,  or  is  reasonably  likely  to  materially affect, HyperDynamics
     Corporation's internal control over financial reporting; and

5.   HyperDynamics  Corporation's  other  certifying  officer(s)  and  I  have
     disclosed,  based  on  our  most recent evaluation of internal control over
     financial  reporting, to HyperDynamics Corporation's auditors and the audit
     committee  of  HyperDynamics  Corporation'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 HyperDynamics Corporation'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 HyperDynamics Corporation's
     internal control over financial reporting.

Date:May 9, 2005                    By:     /s/ Kent P. Watts
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                                                     Kent P. Watts
                                                     Chief Financial Officer