CERTIFICATION OF THE CHIEF FINANCIAL OFFICER
                REQUIRED BY RULE 13A - 14(A) OR RULE 15D - 14(A)

I, Alan Winduss, Chief Financial Officer, certify that:

1.   I  have  reviewed  this  quarterly  report  on  Form  10QSB  of Alloy Steel
     International  Inc;

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  small  business  issuer  as of, and for, the periods presented in this
     report;

4.   The  small  business  issuer'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  small  business  issuer  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 small business issuer,
     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  small  business  issuer'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 small business issuer's
     internal  control  over  financial reporting that occurred during the small
     business  issuer's  most recent fiscal quarter (the small business issuer's
     fourth  fiscal quarter in the case of an annual report) that has materially
     affected,  or is reasonably likely to materially affect, the small business
     issuer's  internal  control  over  financial  reporting;  and

5.   The  small  business  issuer's  other  certifying  officer(s)  and  I  have
     disclosed,  based  on  our  most recent evaluation of internal control over
     financial  reporting, to the small business issuer's auditors and the audit
     committee  of  the  small  business issuer'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  reporting  which are
     reasonably  likely  to adversely affect the small business issuer'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 small business issuer's
     internal  control  over  financial  reporting.

Date:  February 14, 2005                           /s/ Alan Winduss
                                                   ----------------------------
                                                   Alan Winduss
                                                   Chief Financial Officer