Exhibit 31.2
                          CERTIFICATION

I, Robert S. Chilton certify that:

1.    I have reviewed this Amendment No. 1 to the annual report
on Form 10-K of HemaCare Corporation.

2.   Based  on  my knowledge, this annual 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 annual
report;

3.   Based  on  my  knowledge,  the financial  statements,  and
other financial information included in this annual 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 the annual
report:

4.   The registrant's other certifying officers and I are
responsible for establishing and maintaining disclosure controls
and procedures (as defined in Exchange Act Rules 13a-14 and 15b-
14) for the registrant and we have:

       a.	designed such disclosure controls and procedures 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 annual report is being prepared;

       b. evaluated the effectiveness of the registrant's
disclosure controls and procedure as of a date within 90 days
prior to the filing date of this annual report (the "Evaluation
Date"); and

       c. presented in this annual report our conclusions about
the effectiveness of the disclosure controls and procedures based
on our evaluation as of the Evaluation Date;

 5.   The registrant's other certifying officers and I have
disclosed, based on our most recent evaluation, 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 in the design or operation
of internal controls which could adversely affect the
registrant's ability to record, process, summarize and report
financial data and have identified for the registrant's auditors
any material weaknesses in internal controls; and

       b. any fraud, whether or not material, that involves
management or other employees who have a significant role in the
registrant's internal controls; and

 6.    The registrant's other certifying officers and I have
indicated in this annual report whether or not there were
significant changes in internal controls or in other factors that
could significantly affect internal  controls subsequent to the
date of  our  most  recent evaluation,  including any corrective
actions  with  regard  to significant deficiencies and material
weaknesses.

Date:  June 21, 2004



/s/ Robert S. Chilton
_______________________
Robert S. Chilton
Chief Financial Officer