**Exhibit31.2**

**CERTIFICATION**

I, Young Ham,certify that:

1. I have reviewedthis quarterly report on Form 10-Q/A (Amendment No. 1) of LiquidmetalTechnologies, Inc. for the quarter ended March 31, 2006;

2. Based on myknowledge, this quarterly report does not contain any untrue statement of amaterial fact or omit to state a material fact necessary to make the statementsmade, in light of the circumstances under which such statements were made, notmisleading with respect to the period covered by this quarterly report; 

3. Based on myknowledge, the financial statements, and other financial information includedin this report, fairly present in all material respects the financialcondition, results of operations and cash flows of the registrant as of, andfor, the periods presented in this report; 

4. The registrant’sother certifying officers and I are responsible for establishing andmaintaining disclosure controls and procedures (as defined in Exchange ActRules 13a-15(e) and 15d-15(e) and internal control over financial reporting (asdefined in Exchange Act Rules 13a-1f(f) and 15d-1f(f)) for the registrant andwe have:

a)  Designedsuch disclosure controls and procedures, or caused such disclosure controls andprocedures to be designed under our supervision, to ensure that materialinformation relating to the registrant, including its consolidatedsubsidiaries, is made known to us by others within those entities, particularlyduring the period in which this quarterly report is being prepared;

b)  Designed suchinternal control over financial reporting, or caused such internal control overfinancial reporting to be designed under our supervision, to provide reasonableassurance regarding the reliability of financial reporting and the preparationof financial statements for external purposes in accordance with generallyaccepted accounting principles;

c)  Evaluatedthe effectiveness of the registrant’s disclosure controls and procedures andpresented in this report our conclusions about the effectiveness of the disclosurecontrols and procedures, as of the end of the period covered by this reportbased on such evaluation; and 

d)  Disclosed inthis report any change in the registrant’s internal control over financialreporting that occurred during the registrant’s most recent fiscal quarter (theregistrant’s fourth fiscal quarter in the case of an annual report) that hasmaterially affected, or is reasonable likely to materially affect, theregistrant’s internal control over financial reporting; and

5. The registrant’sother certifying officer(s) and I have disclosed, based on our most recentevaluation of internal control over financial reporting, to the registrant’sauditors and the audit committee of registrant’s board of directors (or personsperforming the equivalent function):

a)  Allsignificant deficiencies and material weaknesses in the design or operation ofinternal controls over financial reporting which are reasonable likely toadversely affect the registrant’s ability to record, process, summarize and reportfinancial information; and 

b)  Any fraud, whether or not material, thatinvolves management or other employees who have a significant role in theregistrant’s internal controls over financial reporting.

 
| Date:  July 20, 2006 | /s/ Young Ham                                |   |
|---------------------------|----------------------------------------------|--------|
|                      | Young Ham                                    |
|                      | Chief Financial Officer                      |
|                      | (Principal Financial and Accounting Officer) |

 

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