EXHIBIT 31.2
CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER AS REQUIRED BY SECTION 302
OF THE SARBANES-OXLEY ACT OF 2002
I, Jeffrey A. Hoyt, do hereby certify that:
(1) I have reviewed the June 30, 2003 annual report on Form 10-K filed by
Ethan Allen Interiors Inc. (the "Company");
(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 Company as of, and for, the periods presented in this
annual report;
(4) The Company'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 Company
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 Company,
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 Company'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 Company's
internal control over financial reporting that
occurred during the Company's most recent fiscal
quarter (the fourth fiscal quarter in the case of
this annual report) that has materially affected, or
is reasonably likely to materially affect, the
Company's internal control over financial reporting;
(5) The Company's other certifying officer(s) and I have disclosed, based
on our most recent evaluation of internal control over financial
reporting, to the Company's auditors and the Audit Committee of the
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 reporting which are reasonably likely to
adversely affect the Company'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 Company's internal control over financial
reporting.
/S/ JEFFREY A. HOYT Vice President, Finance
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(Jeffrey A. Hoyt)
September 19, 2003