EXHIBIT 32.2

                       CERTIFICATION BY DAVID P. WILLIAMS
           PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, the undersigned, as
Vice President and Chief Financial Officer of Chemed Corporation ("Company"),
does hereby certify that:

      1)    the Company's Annual Report on Form 10-K for the year ending
            December 31, 2004 ("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.

Dated:      March 23, 2005                            /s/ David P. Williams
                                                      --------------------------
                                                      David P. Williams
                                                      (Vice President and
                                                      Chief Financial Officer)