**Exhibit
      31.02**




CERTIFICATION





I,
      William Salek, Chief Financial Officer of Colonial Commercial Corp., certify
      that:





1. 
      I have reviewed this annual report on Form 10-K of Colonial Commercial Corp.
      (the “Registrant”);





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





3.
       Based on my knowledge, the financial statements, and other financial
      information included in this annual 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 annual
      report;





4. 
      The Registrant’s other certifying officers 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 annual report is being prepared;





b) 
      evaluated the effectiveness of the Registrant’s disclosure controls and
      procedures and presented in this Annual 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 Annual Report any change in the Registrant’s internal
      control over financial reporting that occurred during the Registrant’s fourth
      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):





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:
      March 30, 2006


/s/
                William SalekWilliam
                SalekChief
                Financial Officer