Exhibit 31.2



CERTIFICATION



I, Robert F. McCullough Jr., certify that:

|(1) | I have reviewed this quarterly
    report on Form 10-Q of MEDITE Cancer Diagnostics, Inc.;                                                                                                                                                                                                                                                                                                         
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(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 report;                                                                                                    
|(4) | I am responsible for establishing and
    maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control
    over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:                                                                                                      
|a.  | Designed such disclosure controls and
    procedures, or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material
    information relating to the registrant, including its consolidated subsidiaries, is made known to me by others within those
    entities, particularly during the period in which this report is being prepared;          
|b.  | Designed such internal controls over
    financial reporting, or caused such internal controls over financial reporting to be designed under my supervision, to provide
    reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external
    purposes in accordance with generally accepted accounting principles;               
|c.  | Evaluated the effectiveness of the
    registrant’s disclosure controls and procedures and presented in this report my 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) | I have disclosed, based on my 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.                                                                                                                                                                                                                 



| |  | /s/
    Robert F. McCullough Jr.
| |  | --------------------------------
| |  | Robert F. McCullough Jr.        
| |  | Chief Financial Officer         
| |  | Dated:  May 20, 2015