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

Certification of Treasurer

I, William Colucci, Treasurer, certify that:

1.  I have reviewed this quarterly report on Form 10-QSB 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; an
    (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