**Exhibit 31.2**

 

**CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER**

 

IJoseph Driscoll, certify that:

 

1.                 I have reviewed thisAmendment No. 1 to Quarterly Report on Form 10-Q/A of Summer Infant, Inc.

 

2.                 Based on my knowledge, thisquarterly report does not contain any untrue statement of a material fact oromit to state a material fact necessary to make the statements made, in lightof the circumstances under which statements were made, not misleading withrespect to the period covered by this report.

 

3.                 Based on my knowledge, thefinancial statements, and other financial information included in this report,fairly present in all material aspects the financial conditions, results ofoperations and cash flows of the issuer as of, and for, the periods presentedin this report.

 

4.                 The issuer’s othercertifying officers and I are responsible for establishing and maintainingdisclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and15d-15(e)) and internal control over financial reporting (as defined inExchange Act Rules 13a-15(f) and 15d-15(f) for the issuer andhave:

 

a.                 Designed such disclosurecontrols and procedures, or caused such disclosure controls and procedures tobe designed under our supervision, to ensure that material information relatingto the issuer is made known to us by others within the company, particularlyduring the period in which this report is being prepared;

 

b.                Designed such internalcontrol over financial reporting, or caused such internal control overfinancial reporting to be designed under our supervision, to provide reasonableassurance regarding the reliability of financial reporting and the preparationof financial statements for external purposes in accordance with generallyaccepted accounting principles;

 

c.                 Evaluated the effectivenessof the issuer’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 such evaluation;and

 

d.                Disclosed in this report anychange in the issuer’s internal control over financial reporting that occurredduring the issuer’s most recent fiscal quarter that has materially affected, oris reasonably likely to materially affect, the internal control over financialreporting.

 

5.                 The issuer’s othercertifying officers and I have disclosed, based on our most recent evaluationof internal control over financial reporting, to the issuer’s auditors and theaudit committee of the board of directors:

 

a.                 All significant deficienciesand material weaknesses in the design or operation of internal control overfinancial reporting which are reasonably likely to adversely affect the issuer’sability to record, process, summarize and report financial information, and;

 

b.                Any fraud, whether or notmaterial, that involves management or other employees who have a significantrole in the issuer’s internal control over financial reporting.

 

 
| /s/  Joseph Driscoll |                   |
|----------------------|------------------------|
| Joseph  Driscoll     | September 1, 2009 |

 

----