**Exhibit 31.2**

**CERTIFICATION**

I, J. Kimo Esplin,certify that:

1.             I have reviewed this quarterlyreport on Form 10-Q of Huntsman Corporation and Huntsman InternationalLLC;

2.             Based on my knowledge, this report does not contain anyuntrue statement of a material fact or omit to state a material fact necessaryto make the statements made, in light of the circumstances under which suchstatements were made, not misleading with respect to the period covered by thisreport;

3.             Basedon my knowledge, the financial statements, and other financial informationincluded in this report, fairly present in all material respects the financialcondition, results of operations and cash flows of the registrants as of, andfor, the periods presented in this report;

4.             The registrants’ other certifying officer and I areresponsible for establishing and maintaining disclosure controls and procedures(as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for theregistrant and have:

(a)           Designed such disclosure controls andprocedures, or caused such disclosure controls and procedures to be designedunder our supervision, to ensure that material information relating to theregistrants, including their consolidated subsidiaries, is made known to us byothers within those entities, particularly during the period in which thisreport is being prepared;

(b)           Designed such internal control overfinancial reporting, or caused such internal control over financial reportingto be designed under our supervision, to provide reasonable assurance regardingthe reliability of financial reporting and the preparation of financialstatements for external purposes in accordance with generally acceptedaccounting principles;

(c)           Evaluated the effectiveness of theregistrants’ disclosure controls and procedures and presented in this reportour conclusions about the effectiveness of the disclosure controls andprocedures, as of the end of the period covered by this report based on suchevaluation; and

(d)           Disclosed in this report any changein the registrants’ internal control over financial reporting that occurredduring the registrants’ most recent fiscal quarter (the registrants’ fourthfiscal quarter in the case of an annual report) that has materially affected,or is reasonably likely to materially affect, the registrants’ internal controlover financial reporting; and

5.             Theregistrants’ other certifying officer and I have disclosed, based on our mostrecent evaluation of internal control over financial reporting, to theregistrants’ auditors and the audit committee of registrants’ board ofdirectors (or persons performing the equivalent functions):

(a)           All significant deficiencies andmaterial weaknesses in the design or operation of internal control overfinancial reporting which are reasonably likely to adversely affect theregistrants’ ability to record, process, summarize and report financialinformation; and

(b)           Any fraud, whether or not material,that involves management or other employees who have a significant role in theregistrants’ internal control over financial reporting.

Date: August 9, 2007
|        | /s/ J. KIMO ESPLIN        |
|--------|---------------------------|
|   | J. Kimo Esplin            |
|   | *Chief Financial Officer* |

 

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