**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. 2 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:
        September 19, 2008
  /s/
                  Robert WeinsteinRobert
                  WeinsteinChief
                  Financial Officer