**Exhibit
31.2**
 
 **CERTIFICATION**
 
 I, Robert
M. Wohleber, certify that:
 
 1.
    I
      have reviewed this annual report on Form 10-K of Kerr-McGee Corporation
      (the “company”);
 
 2.
    Based
      on my knowledge, this annual 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
      annual report;
 
 3.
    Based
      on my knowledge, the financial statements, and other financial information
      included in this annual report, fairly present in all material respects
      the financial condition, results of operations and cash flows of the
      company as of, and for, the periods presented in this annual
      report;
 
 4.
    The
      company's other certifying officer and I are responsible for establishing
      and maintaining disclosure controls and procedures (as defined in Exchange
      Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial
      reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for
      the company and we have:
 
 i.
    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 company, including its
      consolidated subsidiaries, is made known to us by others within those
      entities, particularly during the period in which this annual report is
      being prepared;
 
 ii.
    designed
      such internal control over financial reporting, or caused such internal
      control over financial reporting to be designed under our supervision, to
      provide reasonable assurance regarding the reliability of financial
      reporting and the preparation of financial statements for external
      purposes in accordance with generally accepted accounting
      principles;
 
 iii.
    evaluated
      the effectiveness of the company's disclosure controls and procedures and
      presented in this annual report our conclusions about the effectiveness of
      the disclosure controls and procedures, as of the end of the period
      covered by this annual report based on our evaluation;
  and
 
 iv.
    disclosed
      in this annual report any change in the company’s internal control over
      financial reporting (as defined in Exchange Act Rules 13a-15(f) and
      15d-15(f)) that occurred during the company’s most recent fiscal quarter
      that has materially affected, or is reasonably likely to materially
      affect, the company's internal control over financial reporting;
      and
 
 5.
    The
      company's other certifying officer and I have disclosed, based on our most
      recent evaluation of internal control over financial reporting, to the
      company's auditors and the audit committee of the company's board of
      directors:
 
 i.
    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 company’s ability to record,
      process, summarize and report financial information;
and
 
 ii.
    any
      fraud, whether or not material, that involves management or other
      employees who have a significant role in the company's internal control
      over financial reporting.
 
 
 /s/
Robert M. Wohleber
 ________________________________
 
 Robert M.
Wohleber
 Chief
Financial Officer
 March 11,
2005