EXHIBIT 31.2

                                 CERTIFICATION
                                 -------------

I, Kenneth M. McHugh, certify that:

   1. I have reviewed this Quarterly Report on Form 10-Q of ISP Chemco 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 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)) 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) 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


            (c) 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 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 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):



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            (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:   November 17, 2004

        /s/ Kenneth M. McHugh
        ---------------------
Name:   Kenneth M. McHugh
Title:  Vice President and Controller