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Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER
PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Richard Hornstein, certify that:



|1. |  | I have reviewed the quarterly report on Form 10-Q of OpenTV Corp.
for the period ended June 30, 2004;                                                                                                                                                                                                                         
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|2. |  | Based on my knowledge, this quarterly 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 quarterly report;
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|3. |  | Based on my knowledge, the financial statements, and other
financial information included in this quarterly 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 quarterly report;                   
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|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, including its consolidated subsidiaries, is made known
to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;
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|(b) |  | [Paragraph omitted pursuant to SEC Release Nos. 33-8238 and
34-47986]                                                                                                                                                                                                                                                                                                                   
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|(c) |  | Evaluated the effectiveness of the registrants disclosure
controls and procedures and presented in this quarterly report our
conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this quarterly
report based on such evaluation; and                                                                                 
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|(d) |  | Disclosed in this quarterly 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:
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|(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 registrants
ability to record, process, summarize and report financial
information; and
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|(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: August 9, 2004/s/ Richard HornsteinRichard HornsteinChief Financial Officer