**EXHIBIT 31.2**

 

*CHIEF FINANCIAL OFFICER CERTIFICATION PURSUANT TO RULE13a-14*

 

I, John H. Jungbauer,certify that:

 

1.             Ihave reviewed this Form 10-QSB for the quarterly period ended January 31, 2004,of MedicalCV, Inc.;

 

2.             Basedon my knowledge, this 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 report;

 

3.             Basedon my knowledge, the financial statements, and other financial informationincluded in this report, fairly present in all material respects the financialcondition, results of operations and cash flows of the small business issuer asof, and for, the periods presented in this report;

 

4.             Thesmall business issuer’s other certifying officer and I are responsible forestablishing and maintaining disclosure controls and procedures (as defined inExchange Act Rules 13a-15(e) and 15d-15(e)) and have:

 

(a)           Designed such disclosure controls and procedures, orcaused such disclosure controls and procedures to be designed under oursupervision, to ensure that material information relating to the small businessissuer, including its consolidated subsidiaries, is made known to us by otherswithin those entities, particularly during the period in which this report isbeing prepared;

 

(b)           Evaluated the effectiveness of the small business issuer’sdisclosure controls and procedures and presented in this report our conclusionsabout the effectiveness of the disclosure controls and procedures, as of theend of the period covered by this report based on such evaluation; and

 

(c)           Disclosed in this report any change in the small businessissuer’s internal control over financial reporting that occurred during theregistrant’s most recent fiscal quarter (the small business issuer’s fourthfiscal quarter in the case of an annual report) that has materially affected,or is reasonably likely to materially affect, the small business issuer’sinternal control over financial reporting; and

 

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

 

(a)           All significant deficiencies and material weaknesses inthe design or operation of internal control over financial reporting which arereasonably likely to adversely affect the small business issuer’s ability torecord, process, summarize and report financial information; and

 

(b)           Any fraud, whether or not material, that involvesmanagement or other employees who have a significant role in the small businessissuer’s internal control over financial reporting.

 

 
| Dated: | March 22, 2004 | By     |   | /s/ John H. Jungbauer   |
|--------|----------------|--------|--------|-------------------------|
|   |           |   |   | John H. Jungbauer       |
|   |           |   |   | Chief Financial Officer |

 

1

----