Exhibit 31.2
                                                                    ------------


                                  CERTIFICATION
                                  -------------


I, Edward F. Cooke, certify that:

1.   I have reviewed this annual report on Form 10-KSB/A of Levcor
International, Inc.;

2.   Based on my knowledge, this annual 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.   Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
small business issuer as of, and for, the periods presented in this annual
report;

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-14 and 15d-14) 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)   Evaluated the effectiveness of the small business issuer's disclosure
     controls and procedures and presented in this annual 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

     c)   Disclosed in this annual report any change in the small business
     issuer's internal control over financial reporting that occurred during the
     small business issuer's most recent fiscal quarter that has materially
     affected, or is 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, 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 weaknesses in the design or
     operation of internal control 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 control over financial reporting.

Date: April 28, 2004


/s/ EDWARD F. COOKE
----------------------------------------
Edward F. Cooke,
Chief Financial Officer, Vice President,
Secretary and Treasurer