**Exhibit
      31.2**





**CERTIFICATION**





I,
      Robert
      Weinstein certify that:





1.
      I have
      reviewed this quarterly report on Form 10-QSB of Xcorporeal, Inc.;





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 registrant as of, and
      for, the periods presented in this report;





4.
      The
      registrant’s other certifying officer 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 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 is made known to us by others
      within the entity, particularly during the period in which this report is being
      prepared;





b)
      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





c)
      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.
      The
      registrant’s other certifying officer and I have disclosed, based on our 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):





a)
      all
      significant deficiencies and material weaknesses in the design or operation
      of
      internal control over financial reporting are reasonably likely to adversely
      affect the registrant’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 registrant’s internal control over financial
      reporting.


Date: November
              12, 2007
            By:
            /s/ ROBERT
              WEINSTEINRobert
                Weinstein
              Chief
                Financial Officer
              (*Principal
                Financial Officer*)