Exhibit 31.2

CERTIFICATION

I, William J.
Kullback certify that:

1. I have
reviewed this annual report on Form 10-K of IntriCon Corporation;

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 annual 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:

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| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 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 report is being prepared;          
| |    |                                                                                                                                                                                                                                                                                                                                                                                                   
| | b) | [Intentionally
  Omitted]                                                                                                                                                                                                                                                                                                                                                                         
| |    |                                                                                                                                                                                                                                                                                                                                                                                                   
| | c) | 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                                                                                                       
| |    |                                                                                                                                                                                                                                                                                                                                                                                                   
| | d) | 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
  (the registrants fourth fiscal quarter in the case of an annual report) 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(s) 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 which 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: March
  17, 2006 | /s/ William
  J. Kullback
|                       |                          
|                       | Chief
  Financial Officer

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