EXHIBIT 99.2
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                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ENACTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the Quarterly Report of DCB Financial Corp. (the "Company")
on Form 10-Q for the period ending September 30, 2002, including Amendment No. 1
on Form 10-Q/A, as filed with the Securities and Exchange Commission on the date
hereof (the "Report"), I, John A. Ustaszewski, Chief Financial Officer of the
Company, certify, pursuant to 18 U.S.C. Section 1350, as enacted 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 operations of the
Company.



/s/ John A. Ustaszewski


John A. Ustaszewski
Vice President and Chief Financial Officer
November 15, 2002



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