EXHIBIT 31.2

                                 CERTIFICATIONS

I, Kim Tsuchimoto, certify that:

      1.    We have reviewed this quarterly  report on Form 10-Q of SpatiaLight,
            Inc.;

      2.    Based on our  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  our  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.    We are  responsible  for  establishing  and  maintaining  disclosure
            controls and procedures (as defined in Exchange Act Rules  13a-15(e)
            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
            registrant 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
            registrant,  including its consolidated subsidiaries,  is made known
            to me by others  within  those  entities,  particularly  during  the
            period in which this report is being prepared;

      (b)   Designed such internal control over financial  reporting,  or caused
            such internal control over financial  reporting to be designed under
            my  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 registrant'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  registrant's  internal
            control  over   financial   reporting   that  occurred   during  the
            registrant's   most  recent  fiscal   quarter  that  has  materially
            affected,   or  is  reasonably  likely  to  materially  affect,  the
            registrant's internal control over financial reporting; and

      5.    We have  disclosed,  based on my most recent  evaluation of internal
            control over financial  reporting to the  registrant's  auditors and
            the audit  committee  of the  registrant's  board of  directors  (or
            persons performing the equivalent functions):

      (c)   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  registrant's  ability to
            record, process, summarize and report financial information; and

      (d)   Any fraud,  whether or not  material,  that  involves  management or
            other  employees  who have a  significant  role in the  registrant`s
            internal control over financial reporting.

Date: August 9, 2005


/s/ KIM TSUCHIMOTO
------------------------
Controller and Principal Financial and Accounting Officer