Exhibit 31.2

CERTIFICATION

I, John OKeefe, certify that:

|1. | I have reviewed this Amendment No. 3 to the Form 10-QSB/A of Verdisys, Inc.;                                                                                                                                                                                                                              
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|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 officer(s) 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 the registrant and have:                                                                            
|   | (a)                                                                                                                                                                                                                                                                                                       
|   | (b)                                                                                                                                                                                                                                                                                                       
|   | (c)                                                                                                                                                                                                                                                                                                       
|5. | The registrants other certifying officer(s) 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 registrants board of directors (or persons performing the equivalent functions):            
|   | (a)                                                                                                                                                                                                                                                                                                       
|   | (b)                                                                                                                                                                                                                                                                                                       

Date: 	May 3, 2003

|/s/ John OKeefe
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|Name:           
|Title:          

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