EXHIBIT 31
                                  CERTIFICATION

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

1. I have reviewed this Quarterly  Report on Form 10-Q for the quarterly  period
ended March 31, 2005 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: May 12, 2005                     By:      /s/ Clifton R. Jessup, Jr.
                                                --------------------------------
                                       Name:    Clifton R. Jessup, Jr.
                                       Title:   Liquidating Trustee


                                     - 15 -
<PAGE>

                                                                      EXHIBIT 31
                            CERTIFICATION (continued)

I, Mark A. Roberts, certify that:

1. I have reviewed this Quarterly  Report on Form 10-Q for the quarterly  period
ended March 31, 2005 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: May 12, 2005                 By:      /s/ Mark A. Roberts
                                            ------------------------------------
                                   Name:    Mark A. Roberts
                                   Title:   Assistant to the Liquidating Trustee



                                     - 16 -