Exhibit 12.2

                                 CERTIFICATIONS

I,  Benjamin  Barzilay,  Chief  Financial  Officer of ICTS  International  N.V.,
certify that:

1.    I have reviewed  this annual  report on Form 20-F/A of ICTS  International
      N.V.;

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 annual 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  company's  other  certifying  officer(s)  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 company 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 company, 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; and

            b. Evaluated the effectiveness of the company's  disclosure controls
      and  procedures  and  presented in this report our  conclusions  about the
      effectiveness of the disclosure controls and procedures,  as of the period
      covered by this report based on such evaluation; and

            c.  Disclosed  in this report any change in the  company's  internal
      control over financial  reporting that occurred  during the period covered
      by the annual report that has materially affected, or is reasonably likely
      to  materially  affect,  the  company's  internal  control over  financial
      reporting.

5.    The company's other certifying  officer(s) and I have disclosed,  based on
      our most recent  evaluation of internal control over financial  reporting,
      to the company's  auditors and the Audit  Committee of company's  Board of
      Directors (or persons performing the equivalent function):

            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  company'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  company's  internal
      controls over financial reporting.

Date: August 23, 2005                             By: /s/ Benjamin Barzilay
                                                      --------------------------
                                                  Name:  Benjamin Barzilay
                                                  Title: Chief Financial Officer