EXHIBIT 31.2
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          CERTIFICATION PURSUANT TO SECURITIES EXCHANGE ACT RULE 13A-14

I, John G. Sharkey, Vice President-Finance and Chief Financial Officer,  certify
that:

1.   I have reviewed this Annual Report on Form 10-K of TSR, Inc.;

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 this 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 15d-14) for the registrant and we 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
          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  procedures  and presented in this Annual  Report our  conclusions
          about the  effectiveness of the disclosure  controls and procedures as
          of the end of the period  covered by this Annual  Report based on such
          evaluation;

     c.   disclosed in this Annual  Report any change in  registrant's  internal
          controls over  financial  reporting  that  occurred  during the period
          covered by this  report that  materially  affected,  or is  reasonably
          likely to materially affect,  the registrant's  internal controls over
          financial reporting; and

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 or material  weaknesses in the design or
          operation of internal  controls  over  financial  reporting  which are
          reasonably  likely to  adversely  affect the  registrant'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  registrant's  internal
          controls over financial reporting.

Date: September 11, 2006


/s/ John G. Sharkey
- ------------------------

Vice President-Finance
and Chief Financial Officer