Exhibit 31.2



CERTIFICATION BY CHIEF FINANCIAL OFFICER PURSUANT TO SECTION 302

OF THE SARBANES-OXLEY ACT OF 2002



I, Allen Goodman, Chief Financial and Principal Accounting Officer of Price Asset Management, Inc., the general partner of The Price Fund I, L.P. (the Partnership), do hereby certify that:



1. I have reviewed this Report on Form 10-K for the period ending December 31, 2003 (the
Report) of the Partnership;



2. Based on my knowledge, the 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 the Report;



3. Based on my knowledge, the financial statements, and other
financial information included in the Report, fairly present in all material respects the financial condition, results of operations and cash flows of the Partnership as of, and for, the periods presented in the Report;



4. The Partnership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-15e) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Partnership and we have:



| | (i) | 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 Partnership, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which the Report is being prepared;
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | (ii) | designed such internal control over financing 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;
| | ---- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | (iii) | evaluated the effectiveness of the Partnership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
| | ----- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | (iv) | disclosed in the report any change in the Partnerships internal control over financial reporting that occurred during the Partnerships most recent fiscal quarter that
has materially affected, or is reasonably likely to materially affect, the Partnerships internal control over financial reporting; and
| | ---- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



5. The Partnerships other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the
Partnerships auditors and the audit committee of the Partnerships board of directors (or persons performing the equivalent functions):



| | (i) | all significant deficiencies in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the Partnerships ability
to record, process, summarize and report financial data and have identified for the Partnerships auditors any material weaknesses in internal controls; and
| | --- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | (ii) | any fraud, whether or not material, that involves management or other employees who have a significant role in the Partnerships internal control over financial reporting.
| | ---- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------



By: /s/ Allen GoodmanAllen GoodmanChief Financial and Principal Accounting OfficerMarch 30, 2004




E-3