**EXHIBIT31.2**

**CERTIFICATIONS**

I, John R. Spina, ChiefFinancial Officer and Treasurer of VendingData Corporation, certify that:

1.                                       I have reviewed this quarterly report onForm 10-QSB/A of VendingData Corporation;

2.                                       Based on my knowledge, this report does notcontain any untrue statement of a material fact or omit to state a materialfact necessary to make the statements made, in light of the circumstances underwhich such statements were made, not misleading with respect to the periodcovered by this report;

3.                                       Based on my knowledge, the financialstatements, and other financial information included in this report, fairlypresent in all material respects the financial condition, results of operationsand cash flows of the small business issuer as of, and for, the periodspresented in this report;

4.                                       The small business issuer’s othercertifying officer and I are responsible for establishing and maintainingdisclosure controls and procedures (as defined in the Exchange Act Rules13a-15(e) and 15d-15(e)) for the small business issuer and have:

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

b.                                      Evaluated theeffectiveness of the small business issuer’s disclosure controls and proceduresand presented in this report our conclusions about the effectiveness of thedisclosure controls and procedures, as of the end of the period covered by thisreport based on such evaluation; and

c.                                       Disclosed inthis report any change in the small business issuer’s internal control overfinancial reporting that occurred during the small business issuer’s mostrecent fiscal quarter (the small business issuer’s fourth fiscal quarter in thecase of an annual report) that has materially affected, or is reasonably likelyto materially affect, the small business issuer’s internal control overfinancial reporting; and

5.                                       The small business issuer’s othercertifying officer and I have disclosed, based on our most recent evaluation,to the small business issuer’s auditors and the audit committee of smallbusiness issuer’s board of directors (or persons performing the equivalentfunctions):

a.                                       All significant deficiencies and materialweaknesses in the design or operation of internal control over financialreporting which are reasonably likely to adversely affect the small businessissuer’s ability to record, process, summarize and report financialinformation; and

b.                                      Any fraud, whether or not material, thatinvolves management or other employees who have a significant role in the smallbusiness issuer’s internal control over financial reporting.  
| Date:  December 9, 2003 |   | By:    | /s/  John R. Spina                                   |
|------------------------------|--------|--------|------------------------------------------------------|
|                         |   |   | John R. Spina, Chief Financial Officer and Treasurer |

 

 

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