Exhibit 31.2

                                CERTIFICATION

      I, Robert W. Schnitzius, Vice President and Chief Financial  Officer of
 Carrington Laboratories, Inc., certify that:

 1.   I have reviewed this  report on Form  10-K of Carrington  Laboratories,
 Inc.;

 2.   Based on my knowledge, this annual  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 annual 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.   The registrant's other  certifying officer  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 registrant 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 registrant,  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;

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

      c)   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 that has materially affected, or is  reasonably likely
 to materially  affect,  the  registrant's internal  control  over  financial
 reporting; and

 5.   The registrant's other certifying  officer and I have  disclosed, based
 on our 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; and


 Dated:  March 24, 2005        /s/ Robert W. Schnitzius
                               ------------------------------------------
                               Robert W. Schnitzius
                               Vice President and Chief Financial Officer
                               (principal financial and accounting officer)