EXHIBIT 31.2

                                 CERTIFICATIONS

      I, Richard E. Smith, certify that:


      1. I have reviewed this annual report on Form 40-F/A of CoolBrands
International 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.





Dated: September 29, 2003



                              /s/ Richard E. Smith
                              ---------------------------------------
                              Richard E. Smith
                              Title:  Co-Chief Executive Officer