EXHIBIT 31.1 (b)
CERTIFICATION PURSUANT TO RULE 13a-14(a)/15D-14(a) and
SECTION 302 OF THE SARBANES-OXLEY ACT

I, Paul Weaver, certify that:

1. I have reviewed this Form 10-K of Dynasil Corporation of
America;

2. Based on my 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 my 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 smaller reporting company as
of, and for, the periods presented in this report;

4. The smaller reporting company's other certifying
officer(s)and I are responsible for establishing and maintaining
disclosure controls and procedures (as defined in Exchange Act
Rules 13a-15(e) and 15d-15(e)) for the smaller reporting company
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 smaller reporting company, including its
consolidated subsidiaries, is made known to us 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 our 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 smaller reporting
company'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 smaller
reporting company's internal control over financial reporting
that occurred during the smaller reporting company's most recent
fiscal quarter (the smaller reporting company's fourth fiscal
quarter in the case of an annual report) that has materially
affected, or is reasonably likely to materially affect, the
smaller reporting company's internal control over financial
reporting; and

5. The smaller reporting company's other certifying officer(s)
and I have disclosed, based on our most recent evaluation of
internal control over financial reporting, to the smaller
reporting company's auditors and the audit committee of the
smaller reporting company'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 smaller
reporting company'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 smaller
reporting company's internal control over financial reporting.

Date:  December 22, 2009              /s/ Paul Weaver
                                     ---------------------------
                                      Paul Weaver
                                      Chief Financial Officer