**EXHIBIT 31.2**

 

IMPLANT SCIENCES CORPORATION

CERTIFICATION OF CHIEF FINANCIAL OFFICER

Section 302 Certification

 

I, Diane J. Ryan, certify that:

 

1.               I have reviewed this annual report onForm 10-KSB/A Amendment No 2 of Implant Sciences Corporation, a Massachusettscorporation (the “registrant”);  

 

2.               Based on my knowledge, this report doesnot contain any untrue statement of a material fact or omit to state a materialfact necessary to make the statements made, in light of the circumstances underwhich such statements were made, not misleading with respect to the periodcovered by this report;

 

3.               Based on my knowledge, the financialstatements, and other financial information included in this report, fairlypresent in all material respects the financial condition, results of operationsand cash flows of the registrant as of, and for, the periods presented in thisreport;

 

4.               The registrant’s other certifyingofficers and I are responsible for establishing and maintaining disclosurecontrols and procedures (as defined in Exchange Act Rules 13a-15(e) and15d-15(e)) for the registrant and have:

 

a.               designed such disclosure controls andprocedures, or caused such disclosure controls and procedures to be designedunder our supervision, to ensure that material information relating to theregistrant, including its consolidated subsidiaries, is made known to us byothers within those entities, particularly during the period in which thisreport is being prepared;

 

b.              evaluated the effectiveness of theregistrant’s disclosure controls and procedures and presented in this reportour conclusions about the effectiveness of the disclosure controls andprocedures as of the end of the period covered by this report based on suchevaluation; and

 

c.               disclosed in this report any change inthe registrants internal controls over financial reporting that occurred duringthe most recent fiscal quarter that has materially effected or is reasonablylikely to materially effect, the registrant’s internal control over financialreporting; and

 

5.               The registrant’s other certifyingofficer and I have disclosed, based on our most recent evaluation of internalcontrol over financial reporting, to the registrant’s auditors and the auditcommittee of registrant’s board of directors:

 

a.               all significantdeficiencies and material weaknesses in the design or operation of internalcontrols over financial reporting which are reasonably likely to adverselyaffect the registrant’s ability to record, process, summarize and reportfinancial information; and

 

b.              any fraud, whether or not material, thatinvolves management or other employees who have a significant role in theregistrant’s internal controls over financial reporting.

 

 
| Date: June 29, 2005  | by:    | /s/ Diane J. Ryan                       |   |
|---------------------------|--------|-----------------------------------------|--------|
|                      |   | Diane J.  Ryan                          |
|                      |   | VP Finance  and Chief Financial Officer |
|                           |        |                                         |        |  |

 

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