**Exhibit
      31.2**


**CERTIFICATION**





Certification
      of Chief Financial Officer, pursuant to Securities Exchange Act rules 13a-14(a)
      and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes Oxley Act
      of
      2002.





I,
      Robert
      Weinstein, certify that:





1. I have
      reviewed this Amendment No. 1 to the annual report on Form 10-KSB of Xcorporeal,
      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 annual report;





3.
      This
      paragraph omitted because financial statements and other financial information
      not included in this Amendment No. 1;





4.
      The
      small business issuer’s other certifying officer and I are responsible for
      establishing and maintaining disclosure controls and procedures (as defined
      in
      Exchange Act Rules 13a-15 and 15d-15(e)) and internal control over financial
      reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the
      small business issuer 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 small business issuer, 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)
      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 small business issuer’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 small business issuer’s internal
      control over financial reporting that occurred during the small business
      issuer’s fourth fiscal quarter that has materially affected, or its reasonably
      likely to materially affect, the small business issuer’s internal control over
      financial reporting; and





5.
      The
      small business issuer’s other certifying officer and I have disclosed, based on
      our most recent evaluation of internal control over financial reporting, to
      the
      small business issuer’s auditors and the audit committee of small business
      issuer’s board of directors (or persons performing the equivalent
      functions):





a)
      all
      significant deficiencies and material weakness in the design or operation of
      internal controls over financial reporting which are reasonably likely to
      adversely affect the small business issuer’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 small business issuer’s internal controls over
      financial reporting.





Date:
      August 1, 2008




/s/
                ROBERT WEINSTEINRobert
                WeinsteinChief
                Financial Officer