**EXHIBIT
      31.2**





**CERTIFICATION
      PURSUANT TO RULE 13a-14(a)/15d-14(a)**


**OF
      THE SECURITIES EXCHANGE ACT OF 1934**





I,
      David
      L. Weinberg, Chief Financial Officer of the Company, certify that:




1.
      I have
      reviewed this quarterly report on Form 10-Q of Columbia Laboratories, 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 quarterly 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)) and internal control over financial reporting (as defined in Exchange
      Act Rules 13a-15(f) )
      and
      15d-15(f) for the registrant and we 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)
      designed such internal control over financial reporting, or caused such internal
      control over financial reporting to be designed under our 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
      our 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 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 registrant ’s
      board
      of directors (or
      persons performing the equivalent function) :




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.







Date: May 9, 2006
            
            /s/ David L. WeinbergDavid L. WeinbergChief Financial Officer