EXHIBIT 31
                                  CERTIFICATION

I, Clifton R. Jessup, Jr., certify that:

1. I have reviewed  this Annual Report on Form 10-K for the year ended  December
31, 2003 of the BFA Liquidation Trust;

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 issuer 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)) for the registrant and 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  registrant,  including  its
consolidated  subsidiaries,  is  made  known  to  them by  others  within  those
entities, particularly during the period in which this report is being prepared;

         (ii)  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

         (iii) 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 fulfilling the equivalent functions):

         (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  registrant'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 registrant's internal control
over financial reporting.

Date: March 29, 2004                        By:      /s/ Clifton R. Jessup, Jr.
                                                     --------------------------
                                            Name:    Clifton R. Jessup, Jr.
                                            Title:   Liquidating Trustee

                                      -35-
<PAGE>

                                                                      EXHIBIT 31
                            CERTIFICATION (continued)

I, Mark A. Roberts, certify that:

1. I have reviewed  this Annual Report on Form 10-K for the year ended  December
31, 2003 of the BFA Liquidation Trust;

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 issuer 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)) for the registrant and 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  registrant,  including  its
consolidated  subsidiaries,  is  made  known  to  them by  others  within  those
entities, particularly during the period in which this report is being prepared;

         (ii)  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

         (iii) 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 fulfilling the equivalent functions):

         (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  registrant'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 registrant's internal control
over financial reporting.

Date: March 29, 2004         By:      /s/ Mark A. Roberts
                                      --------------------------
                             Name:    Mark A. Roberts
                             Title:   Assistant to the Liquidating Trustee