CERTIFICATION REQUIRED BY RULE
13a-14(a) OR RULE 15d-14(a), PURSUANT TOSECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Alain Raquepas, Vice President, Finance
and Chief Financial Officer of CAE Inc., certify that:

|1. | I have reviewed this annual
      report on Form 40-F of CAE Inc.;                                                                                                                                                                                                                                                               
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|2. | Basedon 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;
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|3. | Basedon 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 issuer as of, and for, the periods presented in this report;                             
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|4. | The issuer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 issuer and have:                                                                                            
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|   | (a)                                                                                                                                                                                                                                                                                                                              
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|   | (b)                                                                                                                                                                                                                                                                                                                              
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|   | (c)                                                                                                                                                                                                                                                                                                                              
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|5. | The issuers other
      certifying officer and I have disclosed, based on our most recent
      evaluation of internal control over financial reporting, to the issuers
      auditors and the audit committee of the issuers board of directors (or
      persons performing the equivalent functions):                      
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|   | (a)                                                                                                                                                                                                                                                                                                                              
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|   | (b)                                                                                                                                                                                                                                                                                                                              
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Date: June 28, 2005

/s/ Alain RaquepasName: Alain RaquepasTitle: Vice
President, Finance andChief Financial Officer

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