EXHIBIT 31.2

                     CERTIFICATE PURSUANT TO RULE 13A-14(A)
                    UNDER THE SECURITIES EXCHANGE ACT OF 1934


I,  Michael  P.  McMasters,  certify  that:

1.     I  have  reviewed  this  quarterly  report  on  Form  10-Q  of Chesapeake
Utilities  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 quarterly
report;

3.     Based  on  my  knowledge,  the  financial statements, and other financial
information  included  in  this quarterly 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 quarterly report;

4.     The  registrant's  other  certifying  officers  and I are responsible for
establishing  and  maintaining disclosure controls and procedures (as defined in
Exchange  Act  Rules  13a-14(e)  and  15d-14(e)) for the registrant and we have:

     a)   designed such disclosure controls and procedures, or caused such
          disclosure controls to be designed under our supervision, to ensure
          that material information relating to the registrant, including its
          consolidated subsidiaries, is made known to us by others within those
          entities, particularly during the period in which this quarterly
          report is being prepared;

     b)   evaluated the effectiveness of the registrant's disclosure controls
          and procedures and presented in this report our conclusions about the
          effectiveness of the disclosure controls and procedures as of the end
          of the period covered by this quarterly report based on such
          evaluation ;

     c)   disclosed in this quarterly report any change in the registrant's
          internal control over financial reporting that occurred during the
          registrant's most recent fiscal quarter (the registrant's fourth
          fiscal quarter in the case of an annual report) that has materially
          affected, or is reasonably likely to materially affect, the
          registrant's internal control over financial reporting ;

5.     The  registrant's other certifying officer(s) and I have disclosed, based
on  our  most recent evaluation of internal control over financial reporting, to
the  registrant's  auditors and the audit committee of the registrant's board of
directors  (or  persons  performing  the  equivalent  function):

     a)   all significant deficiencies and material weaknesses in the design or
          operation of internal control over financial reporting which are
          reasonably likely to adversely affect the registrant's ability to
          record, process, summarize and report financial information; and

     b)   any fraud, whether or not material, that involves management or other
          employees who have a significant role in the registrant's internal
          control over financial reporting; and

Date:  August  14,  2003


/s/  MICHAEL  P.  MCMASTERS
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Michael  P.  McMasters
Vice  President  and  Chief  Financial  Officer