Exhibit 32

                   CERTIFICATION OF PERIODIC FINANCIAL REPORT
                       PURSUANT TO 18 U.S.C. SECTION 1350

         Each of the undersigned officers of TriPath Imaging, Inc. (the
"Company") certifies, under the standards set forth in and solely for the
purposes of 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, that the Annual Report on Form 10-K of the Company
for the year ended December 31, 2003 fully complies with the requirements of
Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and information
contained in that Form 10-K fairly presents, in all material respects, the
financial condition and results of operations of the Company.

Dated: March 15, 2004                       /s/ Paul R. Sohmer
                                            ------------------------------------
                                            Paul R. Sohmer, M.D.
                                            Chief Executive Officer

Dated: March 15, 2004                       /s/ Stephen P. Hall
                                            ------------------------------------
                                            Stephen P. Hall
                                            Chief Financial Officer