EXHIBIT 32.2

                    CERTIFICATION OF CHIEF FINANCIAL OFFICER
                       PURSUANT TO 18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

         In connection  with the Quarterly  Report of Pharmos  Corporation  (the
"Company")  on Form 10-Q for the period ended  September  30, 2003 as filed with
the Securities  and Exchange  Commission on the date hereof (the  "Report"),  I,
Robert W. Cook, Chief Financial Officer of the Company,  certify, pursuant to 18
U.S.C ss. 1350,  as adopted  pursuant to 906 ss. of the  Sarbanes  -Oxley Act of
2002, that:

          1)   The Report fully complies with the  requirements of section 13(a)
               or 15(d) of the Securities Exchange Act of 1934; and

          2)   The information  contained in the Report fairly presents,  in all
               material  respects,   the  financial  condition  and  results  of
               operations of the Company.



                                        /s/ Robert W. Cook
                                        ------------------------------------
                                        Robert W. Cook, Chief Financial Officer
November 13, 2003