<DOCUMENT>
<TYPE>EX-32
<SEQUENCE>4
<FILENAME>cpi_exh32.txt
<DESCRIPTION>906 CERTIFICATION
<TEXT>
                                                                      Exhibit 32

                            CERTIFICATION 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 CPI  Aerostructures,  Inc. (the
"Company")  on Form 10-QSB for the period  ended June 30, 2003 as filed with the
Securities and Exchange Commission (the "Report"),  each of the undersigned,  in
the capacities and on the dates indicated below, hereby certifies pursuant to 18
U.S.C.  Section 1350, as adopted  pursuant to Section 906 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 operation of
          the Company.

Dated:  August 7, 2003
                                   /s/ Edward J. Fred
                                   --------------------
                                   Edward J. Fred
                                   Chief Executive Officer,
                                   President and Secretary
                                   (Principal Executive Officer)


                                   /s/ Anthony M. D'Agostino
                                   -------------------------
                                   Anthony M. D'Agostino
                                   Chief Financial Officer,
                                   (Principal Financial Officer)



</TEXT>
</DOCUMENT>
