AMERON
INTERNATIONAL CORPORATION AND SUBSIDIARIES
EXHIBIT
32
CERTIFICATION OF CHIEF
EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER
PURSUANT TO 18 U.S.C.
ss.1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE
SARBANES-OXLEY ACT OF
2002
In
connection with the report of Ameron International Corporation (the "Company")
on Form 10-Q for the quarter ended March 2, 2008 as filed with the Securities
and Exchange Commission on the date hereof (the "Report"), I, James S. Marlen,
Chairman and Chief Executive Officer of the Company and I, James R. McLaughlin,
Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. ss.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 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.
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/s/
James S. Marlen
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James
S. Marlen
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Chairman
& Chief Executive Officer
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March
27, 2008
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/s/
James R. McLaughlin
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James
R. McLaughlin
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Senior
Vice President-Chief Financial Officer
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&
Treasurer
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March 27,
2008
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* A signed original of
this written statement required by Section 906 has been provided to Ameron
International Corporation and will be retained by Ameron International
Corporation and furnished to the Securities and Exchange Commission or its staff
upon request.