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EXHIBIT31.02

Certification Pursuant to Section 302 of TheSarbanes-Oxley Act of 2002

I, Fran V. Ross, Chief FinancialOfficer of Boston Restaurant Associates, Inc., certifythat:

1.    I have reviewed this annual report on Form 10-Kof Boston Restaurant Associates, Inc.;

2.    Based on myknowledge, this report does not contain any untrue statement of amaterial fact or omit to     state a material     factnecessary to make the statements made, in light of the circumstancesunder which     such statements were made, not misleading withrespect to the period covered by this report;

3.    Based onmy knowledge, the financial statements, and other financial informationincluded in this report,     fairly present in all materialrespects the financial condition, results of operations and cash flowsof the     registrant as of, and for, the periods presented in thisreport;

4.    The registrant's other certifyingofficer(s) and I are responsible for establishing and maintainingdisclosure     controls and procedures (as defined in Exchange ActRules 13a-15(e) and 15d-15(e)) [omitted] for the    registrant and have:

a.    Designedsuch disclosure controls and procedures, or caused such disclosurecontrols 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 otherswithin     those entities, particularly during the period in whichthis report is beingprepared;

b.    [Omitted;]

c.    Evaluatedthe effectiveness of the registrant's disclosure controls andprocedures and presented in     this report our conclusions aboutthe effectiveness of the disclosure controls and procedures, as of    the end of the period covered by this report based on suchevaluation; and

d.    Disclosed in thisreport any change in the registrant's internal control overfinancial reporting that     occurred during the registrant'smost recent fiscal quarter (the registrant's fourth fiscalquarter in     the case of an annual report) that has materiallyaffected, or is reasonably likely to materially affect,     theregistrant'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 ofinternal control over financial reporting, to the registrant'sauditors and the audit     committee of the registrant'sboard of directors (or persons performing the equivalentfunctions):

a.    All significantdeficiencies and material weaknesses in the design or operation ofinternal control     over financial reporting which are reasonablylikely to adversely affect the registrant's ability to    record, process, summarize and report financial information;and

b.    Any fraud, whether or notmaterial, that involves management or other employees who have a    significant role     in the registrant's internalcontrol over financialreporting.

|                      |  |  |                              |
|----------------------|--|--|------------------------------|
| Date:June  29,  2006 |  |  | /s/ Fran V.Ross              |
|                 |  |  | Fran V.Ross                  |
|                 |  |  | Chief FinancialOfficer       |
|                 |  |  | (Principal FinancialOfficer) |
|                      |

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