**Exhibit 31.2**

 

**CERTIFICATIONPURSUANT TO RULE 13a-14 UNDER**

**THESECURITIES EXCHANGE ACT OF 1934**

 

I, Douglas W. Russell, certify that:

 

1.                                       I have reviewed this annual report on Form 10-K of RotonicsManufacturing Inc.;

 

2.                                       Based on my knowledge, this report does not contain any untruestatement of a material fact or omit to state a material fact necessary to makethe statements made, in light of the circumstances under which such statementswere made, not misleading with respect to the period covered by this report;

 

3.                                       Based on my knowledge, the financial statements, and other financialinformation included in this report, fairly present in all material respectsthe financial condition, results of operations and cash flows of the registrantas of, and for, the periods presented in this report;

 

4.                                       The registrant’s other certifying officers and I are responsible forestablishing and maintaining disclosure controls and procedures (as defined inExchange Act Rules 13(a)-15(e) and 15(d)-15(e) for theregistrant and we have:

 

a)              designed such disclosurecontrols and procedures, or caused such disclosure controls and procedures tobe designed under our supervision to ensure that material information relatingto the registrant, including its consolidated subsidiaries, is made known to usby others within those entities, particularly during the period in which thereport is prepared;

 

b)             evaluated theeffectiveness of the registrant’s disclosure controls and procedures andpresented in this report our conclusions about the effectiveness of thedisclosure controls and procedures, as of the end of the period covered by thisreport based on such evaluation; and

 

c)              disclosed in this reportany change in the registrant’s internal control over financial reporting thatoccurred during the registrant’s most recent fiscal quarter that has materiallyaffected, or is reasonably likely to materially affect, the registrant’sinternal control over financial reporting;

 

5.                                       The registrant’s other certifying officers and I have disclosed,based on our most recent evaluation of internal control over financialreporting, to the registrant’s auditors and the audit committee of theregistrant’s board of directors (or persons performing the equivalentfunction):

 

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

 

b)             any fraud, whether or notmaterial, that involves management or other employees who have a significantrole in the registrant’s internal control over financial reporting.

 

 
| Date:  | September 22, 2005 |                           |   |   |
|--------|-------------------------|--------------------------------|--------|--------|
|   |                    |                           |
|   | By                      | /s/ DOUGLAS W. RUSSELL    |   |
|   |                    | Douglas W.  Russell            |   |
|   |                    | Chief Financial  Officer       |   |
|   |                    | Assistant  Secretary/Treasurer |   |

 

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