[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; and

(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
                                       ------------------------------
                                       William Colucci, Treasurer