[Exhibit 31.2]
                               CERTIFICATION
                               -------------

                       Certification of Treasurer

I, William Colucci, Treasurer, certify that:

    1.   I have reviewed this annual report on Form 10-KSB of BF
         Acquisition Group III, Inc.;
    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 small business issuer as of, and
         for, the periods presented in this report;
    4.   The small business issuer'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)) and internal control over financial
         reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-
         15(f) for the small business issuer 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 small business issuer, 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;
         (b)  Designed such internal control over financial reporting, or
              caused such internal control over financial reporting to be
              designed under our supervision, to provide reasonable assurance
              regarding the reliability of financial reporting and the
              preparation of financial statements for external purposes in
              accordance with generally accepted accounting principles;
         (c)  Evaluated the effectiveness of the small business issuer'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
         (d)  Disclosed in this report any change in the small business
              issuer's internal control over financial reporting that occurred
              during the small business issuer's most recent fiscal quarter
              (the small business issuer's fourth fiscal quarter in the case
              of an annual report) that has materially affected, or is
              reasonably likely to materially affect, the small business
              issuer's internal control over financial reporting; and
    5.   The small business issuer's other certifying officer(s)
         and I have disclosed, based on our most recent evaluation of
         internal control over financial reporting, to the small business
         issuer's auditors and the audit committee of the small business
         issuer'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 small
              business issuer'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 small
              business issuer's internal control over financial reporting.

Dated: June 16, 2004

                   /s/ William Colucci
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                   William Colucci, Treasurer