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   Exhibit 31.2

                      CHIEF FINANCIAL OFFICER CERTIFICATION

   Required by Rules 13a-14 and 11d-14 under the Securities Exchange Act of
   1934, as amended I, Alan Joseph, certify that:


   1.   I have reviewed this quarterly report on Form 10-Q of Franklin Credit
        Management Corporation;

   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 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(s) 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
        registrant and 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.  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

        c.  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(s) 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 the
        registrant's board of directors (or persons performing the equivalent
        functions):

        a.   All significant deficiencies and material weaknesses in the design
             or operation of internal control over financial report 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 14, 2004



   By:    /s/ Alan Joseph
          ---------------
              Alan Joseph
              Chief Financial Officer