Exhibit 10.2


THIRD AMENDMENT TO REVOLVING NOTE


This
Third Amendment to Revolving Note (the “Third Amendment”) is made as of this 16th
day of May 2007 by and between Citizens Bank of Massachusetts (the “Bank”)
having a principal office located at 28 State Street, Boston, Massachusetts
02108 and CRA International, Inc., formerly known as Charles River Associates
Incorporated (the “Borrower”), a Massachusetts corporation having an office at
the John Hancock Tower, 200 Clarendon Street, T-33, Boston, Massachusetts
02116-5092 to that certain Revolving Note dated January 14, 2004 executed by
the Borrower in favor of the Bank (the “Note”). 
Any capitalized terms not otherwise defined herein shall have the same
meanings designated in the Note.


WITNESSETH:


WHEREAS, the
Borrower did on January 14, 2004 execute, seal and deliver to the Bank the Note
which Note was amended by a First Amendment to Revolving Note dated as of March
29, 2005 and a Second Amendment to Revolving Note dated as of June 20, 2005;
and


WHEREAS, the
Borrower has requested that the Bank extend the maturity date of the Note;


NOW, THEREFORE, in
consideration of the mutual covenants contained herein and other good and
valuable consideration, receipt of whereof is hereby acknowledged, it is hereby
agreed by and between the Borrower and the Bank as follows:


1.                                       The
Note is hereby amended by replacing the maturity date of April 30, 2007 with
April 30, 2010.


2.                                       The
Note, as amended hereby, shall remain in full force and effect and all terms
hereof are hereby ratified and confirmed by the Borrower.  Except for specifically provided herein, all
other terms and conditions of the Note shall remain in full force and effect.


3.                                       The
Borrower by its execution of this Third Amendment in the space provided below,
represents, warrants and agrees that the Borrower has no claims, defenses,
counterclaims or offsets against the Bank in connection with the Note or any of
the other documents executed in connection therewith and, to the extent that
any such claim, defense, counterclaim or offset may exist, the Borrower by its
execution of this Third Amendment in the space provided below, hereby
affirmatively WAIVES and RELEASES the Bank from same.


4.                                      This
Third Amendment shall take effect as a sealed instrument under the laws of the
Commonwealth of Massachusetts as of the date first above written.



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5.                                       Any
and all references to the Note and any instrument previously and now hereafter
executed by the Borrower shall be deemed to refer to the Note as amended by
this Third Amendment and any future amendments hereafter entered into between
the Borrower and the Bank.


IN WITNESS
WHEREOF, the parties hereto have executed this Third Amendment as of the date
and year first above written as a sealed instrument.


	
  WITNESS:

  	
  CRA INTERNATIONAL, INC.

  
	
   

  	
   

  	
   

  
	
  /s/ Nanette A.
  Macdonald

  	
   

  	
  By:

  	
    Wayne D. Mackie

  	
   

  
	
  Nanette A.
  Macdonald

  	
   

  	
   

  
	
   

  	
  Title:

  	
    Chief Financial Officer

  	
   

  
	
   

  	
   

  
	
   

  	
  CITIZENS BANK OF

  MASSACHUSSETTS

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
    /s/
  Michael McAuliffe

  	
   

  
	
   

  	
   

  
	
   

  	
  Title:

  	
    Senior
  Vice President

  	
   

  
										



 



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