Exhibit 31.1

                           CERTIFICATION PURSUANT TO
                 SECTION 302 OF THE SARBANES-OXLEY ACT OF 2003

I, Kent C. Lufkin, President and Chief Executive Officer, certify that:

1.  I  have  reviewed  this  quarterly  report  on  Form  10-Q  of TF  Financial
Corporation (Registrant);

2. Based on my  knowledge,  this  quarterly  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 quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  position,  results of  operations  and cash flows of the
Registrant as of, and for, the periods presented in this quarterly 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)) for the Registrant and we 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 quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  Registrant's  disclosure  controls and
procedures  and presented in this  quarterly  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 (as defined
in Exchange Act Rules  13a-15(f)),  to the  Registrant's  auditors and the audit
committee  of  Registrant's  board  of  directors  (or  persons  performing  the
equivalent function):

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.

                                           /s/ Kent C. Lufkin
                                           -------------------------------------
Date: May 14, 2004                         Kent C. Lufkin
                                           President and Chief Executive Officer
                                           (Principal Executive Officer)


<PAGE>
                                                                    Exhibit 31.2

                            CERTIFICATION PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2003

I, Dennis R. Stewart,  Executive  Vice  President and Chief  Financial  Officer,
certify that:

1.  I  have  reviewed  this  quarterly  report  on  Form  10-Q  of TF  Financial
Corporation (Registrant);

2. Based on my  knowledge,  this  quarterly  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 quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  position,  results of  operations  and cash flows of the
Registrant as of, and for, the periods presented in this quarterly 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))  for the Registrant and we 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 quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  Registrant's  disclosure  controls and
procedures  and presented in this  quarterly  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 (as defined
in Exchange Act Rules  13a-15(f)),  to the  Registrant's  auditors and the audit
committee  of  Registrant's  board  of  directors  (or  persons  performing  the
equivalent

function): 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.

                                      /s/ Dennis R. Stewart
                                      ------------------------------------------
 Date: May 14, 2004                   Dennis R. Stewart
                                      Executive Vice President and
                                      Chief FinancialOfficer
                                      (Principal Financial & Accounting Officer)