EXHIBIT 31.2

          CERTIFICATION OF THE CHIEF FINANCIAL OFFICER
   PURSUANT TO RULES 13a-14(a) AND 15d-14(a) OF THE SECURITIES
 EXCHANGE ACT OF 1934 (SECTION 302 OF THE SARBANES-OXLEY ACT OF
                              2002)

I, John J. Steele, certify that:

1. I  have  reviewed  this  annual  report on Form 10-K of Werner
   Enterprises, Inc.;

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  and cash flows of the registrant as of,  and  for,
   the periods presented in this report;

4. The   registrant's  other  certifying  officer(s)  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 registrant 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  registrant,  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) 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;

   c) 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 report based on such evaluation; and

   d) Disclosed  in this  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; and

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 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 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.

Date:  February 26, 2010
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/s/ John J. Steele
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John J. Steele
Executive Vice President, Treasurer and Chief Financial Officer