EX-31.2 3 dex312.htm CERTIFICATION OF JOHN R. ZAVOLI, CO-PRINCIPAL EXECUTIVE OFFICER

Certification of John R. Zavoli, Co-Principal Executive Officer

Exhibit 31.2

CERTIFICATIONS

I, John R. Zavoli, certify that:

1. I have reviewed this annual report on Form 10-K/A of American Technology Corporation;

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.

Date: March 24, 2006

/s/ JOHN R. ZAVOLI

John R. Zavoli, President, Chief Operating Officer and

Interim Chief Financial Officer

(Co-Principal Executive Officer and Principal Financial Officer)