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Exhibit 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER
PURSUANT TO SECTION 302 OF SARBANES  OXLEY ACT OF 2002

I, Thomas E. Legro, certify that:



|1. |  | I have reviewed this report on Form 10-Q for the quarter ended June
30, 2003 of Indiantown Cogeneration, L.P.;                                                                                                                                                                                          
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|2. |  | Based on my knowledge, this report does not contain any untrue
statement of a material fact or omit to state 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;
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|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;                 
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|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;         
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| | 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 in this report
based on such evaluation; and                                                                                                    
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| | 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 (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 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
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 are reasonably likely to adversely affect the
registrants ability to record, process, summarize and report
financial information; and
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| | 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: August 13, 2003

| |  |                                     
| |  | ------------------------------------
| |  | /s/ THOMAS E. LEGRO                 
| |  |                                     
| |  | Thomas E. Legro                     
| |  | Vice President, Controller and Chief
| |  | Accounting Officer                  
| |  | Indiantown Cogeneration, L.P.