**Exhibit 31.2**

 

**CERTIFICATION BY PRINCIPAL FINANCIAL OFFICERPURSUANT TOSECTION 302 OF THE SARBANES-OXLEY ACT OF 2002**

 

I, Richard H. Wiley, certifythat:

 

1.                                       I have reviewed this annual report onForm 10-K/A of Samsonite Corporation;

 

2.                                       Based on my knowledge, this annual reportdoes not contain any untrue statement of material fact or omit to state amaterial fact necessary to make the statements made, in light of thecircumstances under which such statements were made, not misleading withrespect to the periods covered by this annual report;

 

3.                                       Based on my knowledge, the financialstatements, and other financial information included in this annual report,fairly present in all material respects the financial condition, results ofoperations and cash flows of the registrant, as of, and for, the periodspresented in this annual report.

 

4.                                       The registrant’s other certifying officer andI are responsible for establishing and maintaining disclosure controls andprocedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for theregistrant and have:

 

(a)                                  designed such disclosure controls andprocedures to ensure that material information relating to the registrant,including its consolidated subsidiaries, is made known to us by others withinthose entities, particularly during the period in which this annual report isbeing prepared;

 

(b)                                 evaluated the effectiveness of the registrant’sdisclosure controls and procedures as of a date within 90 days prior tothe filing date of this annual report (the “Evaluation Date”); and

 

(c)                                  presented in this annual report ourconclusions about the effectiveness of the disclosure controls and proceduresbased on our evaluation as of the Evaluation Date.

 

5.                                       The registrant’s other certifying officer andI have disclosed, based on our most recent evaluation, to the registrant’sauditors and the audit committee of registrant’s board of directors:

 

(a)                                  all significant deficiencies in the design oroperation of internal controls which could adversely affect the registrant’sability to record, process, summarize and report financial data and haveidentified for the registrant’s auditors any material weaknesses in internalcontrols; and

 

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

 

6.                                       The registrant’s other certifying officer andI have indicated in this annual report whether or not there were significantchanges in internal controls or in other factors that could significantly affectinternal controls subsequent to the date of our most recent evaluation,including any corrective actions with regard to significant deficiencies andmaterial weaknesses.

 
|                    | **By** | /s/   RICHARD H.  WILEY |                                    |
|-------------------------|--------|-----------------------------------|-----------------------------------------|
|                    |   | Name:                             | Richard H. Wiley                        |
|                    |   | Title                             | Chief Financial Officer,  Treasurer and |
|                    |   |                              | Secretary                               |
|                    |   |                              |                                    |
| Date: May 31, 2006 |   |                              |                                    |
|                         |        |                                   |                                         |  |

 

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