Exhibit 31.2
CERTIFICATION BY CHIEF FINANCIAL OFFICER
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Carmen L. Diersen, certify that:
1. I have reviewed this Amendment No. 1 to Annual Report on Form 10-K of American Medical Systems Holdings, Inc.; and
2. Based on my knowledge, this Amendment 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 Amendment.
| Date: June 19, 2006 | By: | /s/ CARMEN L. DIERSEN | ||
| Carmen L. Diersen | ||||
| Title: Executive Vice President, | ||||
| Chief Financial Officer and | ||||
| Corporate Secretary |