EXHIBIT 31.2

             CERTIFICATION PURSUANT TO 15 U.S. C. 78m(a) or 78o(d)
                 (SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002)


              WRITTEN CERTIFICATION OF THE CHIEF FINANCIAL OFFICER

     Solely for the purposes of complying with Exchange Act Rules adopted by the
Securities and Exchange  Commission,  I, the undersigned Chief Financial Officer
of  DataHand  Systems,  Inc.  (the  "Company"),  hereby  certify,  based  on  my
knowledge,

     1. I have reviewed  this annual report on Form 10-KSB of DataHand  Systems,
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  officers and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

          a)   designed such  disclosure  controls and procedures to ensure that
               material  information  relating to the registrant,  including its
               consolidated  subsidiaries,  is made known to us by others within
               those  entitles,  particularly  during  the  period in which this
               report is being prepared;

          b)   evaluated  the  effectiveness  of  the  registrant's   disclosure
               controls and  procedures as of a date within 90 days prior to the
               filing date of this report (the "Evaluation Date"); and

          c)   presented in this report our conclusions  about the effectiveness
               of the disclosure controls and procedures based on our evaluation
               as of the Evaluation Date;

     5. The registrant's other certifying  officers and I have disclosed,  based
on our most  recent  evaluation,  to the  registrant's  auditors  and the  audit
committee  of  registrant's  board  of  directors  (or  persons  performing  the
equivalent functions):

          a)   all  significant  deficiencies  in the  design  or  operation  of
               internal  controls which could adversely  affect the registrant's
               ability to record, process,  summarize, and report financial data
               and have  identified for the  registrant's  auditors any material
               weaknesses in internal controls; 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 controls; and

     6. The registrant's other certifying  officers and I have indicated in this
report whether there were significant  changes in internal  controls or in other
factors that could significantly affect internal controls subsequent to the date
of our most recent  evaluation,  including any corrective actions with regard to
significant deficiencies and material weaknesses.

Date:    January 8, 2004

                                                /s/ James A. Cole
                                                --------------------------------
                                                James A. Cole
                                                Chief Financial Officer

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