CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT

I, Joseph C. Weller, certify that:

     1.   I have  reviewed  this  report on Form N-CSR of RMK  Strategic  Income
          Fund, Inc. (the "Fund");

     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;

     3.   Based on my knowledge,  the financial statements,  and other financial
          information  included in this report,  fairly  present in all material
          respects the financial  condition,  results of operations,  changes in
          net assets,  and cash flows (if the financial  statements are required
          to include a statement  of cash flows) of the Fund as of, and for, the
          periods presented in this report;

     4.   The Fund's  other  certifying  officer(s)  and I are  responsible  for
          establishing  and maintaining  disclosure  controls and procedures (as
          defined in Rule 30a-3(c) under the Investment Company Act of 1940) and
          internal control over financial reporting (as defined in Rule 30a-3(d)
          under the Investment Company Act of 1940) for the Fund and have:

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

               (b) [Omitted]

               (c) Evaluated the effectiveness of the Fund's disclosure controls
               and procedures and presented in this report our conclusions about
               the effectiveness of the disclosure  controls and procedures,  as
               of a date  within 90 days prior to the filing date of this report
               based on such evaluation; and

               (d)  Disclosed  in this report any change in the Fund's  internal
               control over financial  reporting that occurred during the second
               fiscal  quarter of the period  covered  by this  report  that has
               materially  affected,  or  is  reasonably  likely  to  materially
               affect, the Fund's internal control over financial reporting; and

     5.   The Fund's other  certifying  officer(s)  and I have  disclosed to the
          Fund's  auditors  and the  audit  committee  of the  Fund's  Board  of
          Directors (or persons performing the equivalent functions):

               (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  Fund'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  Fund's
               internal control over financial reporting.




Date:    June 2, 2004                       /s/ Joseph C. Weller
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                                            Joseph C. Weller, Treasurer