**Exhibit31.2**

 

**Certificationof Chief Executive Officer**

**Pursuantto Rules 13a-15(e) and 15d-15(e)**

**Of theSecurities Exchange Act of 1934**

 

I, Craig J. Smith, VicePresident – Finance and Administration and Chief Financial Officer of TimeAmerica, Inc. (the “Company”), certify that:

 

(1)           Ihave reviewed this Quarterly Report on Form 10-QSB for the quarter ended September30, 2005 (the “Report”);

 

(2)           Basedon my knowledge, the Report does not contain any untrue statement of a materialfact or omit to state a material fact necessary in order to make the statementsmade, in light of the circumstances under which such statements were made, notmisleading with respect to the period covered by the Report; and

 

(3)           Basedon my knowledge, the financial statements, and other financial informationincluded in the Report, fairly present in all material respects the financialcondition and results of operations of the Company as of, and for, the periodsrepresented in the Report.

 

(4)           TheCompany’s other certifying officers and I are responsible for establishing andmaintaining disclosure controls and procedures (as defined in Exchange Rules13a-15(e) and 15d-15(e)) for the Company and have:

 

(a)           designed suchdisclosure controls and procedures, or caused such disclosure controls andprocedures to be designed under our supervision, to ensure that materialinformation relating to the Company, including its consolidated subsidiary, ismade known to us by others within those entities, particularly during theperiod in which this Report is being prepared;

 

(b)           evaluated theeffectiveness of the Company’s disclosure controls and procedures and presentedin the Report our conclusions about the effectiveness of the disclosurecontrols and procedures, as of the end of the period covered by the Reportbased on such evaluation; and

 

(c)           disclosedin the Report any change in the Company’s internal control over financialreporting that occurred during the Company’s most recent fiscal quarter thathas materially affected, or is reasonably likely to materially affect, theCompany’s internal control over financial reporting.

 

(5)           TheCompany’s other certifying officers and I have disclosed, based on our mostrecent evaluation of internal control over financial reporting, to the Company’sauditors and to the audit committee of the board of directors (or personsperforming the equivalent functions):

 

(a)           all significantdeficiencies and material weaknesses in the design or operation of internalcontrol over financial reporting which are reasonably likely to adverselyaffect the Company’s ability to record, process, summarize and report financialinformation; and

 

 (b)          any fraud, whether or not material, that involves managementor other employees who have a significant role in the Company’s internalcontrol over financial reporting.

 

 
| Dated: | November 14, 2005                                                        |               |
|--------|--------------------------------------------------------------------------|--------------------|
|   |                                                                     |               |
| By:    |                                                                     | /s/ Craig J. Smith |   |
|   | Craig J. Smith                                                           |
|   | Vice President -  Finance and Administration and Chief Financial Officer |
|        |                                                                          |                    |  |

 

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