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Exhibit 31.2

I, Stephen P. Kuchen, certify that:

1.  I have reviewed this quarterly report on Form 10-QSB of PacificHealth
    Laboratories, 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 quarterly report, fairly present in all
    material respects the financial condition, results of operations and cash
    flows of the small business issuer as of, and for, the periods presented in
    this report;

4.  The small business issuer's other certifying officers 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)) and internal control
    over financial reporting (as defined in Exchange Act Rules 13a-15(f) and
    15d-15(f)) for the small business issuer 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
              small business issuer, 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 small business issuer's
              disclosure controls and procedures and presented in the 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 small business issuer's
              internal control over financial reporting that occurred during the
              small business issuer's most recent fiscal quarter that has
              materially affected, or is reasonably liability to materially
              affect, the small business issuer's internal control over
              financial reporting; and

5.  The small business issuer's other certifying officers and I have disclosed,
    based on our most recent evaluation of internal control over financial
    reporting, to the small business issuer's auditors and the audit committee
    of small business issuer's board of directors (or persons performing the
    equivalent function):

         a)   All significant deficiencies and material weaknesses in the design
              or operation of internal controls of financial reporting which are
              reasonably likely to adversely affect the small business issuer'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 small business
              issuer's internal control over financial reporting.


Date: May 14, 2004

/S/ STEPHEN P. KUCHEN
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Stephen P. Kuchen, Chief Financial Officer
and Vice President, Finance