SCHEDULE 14A INFORMATION
                                 (RULE 14a-101)
                     INFORMATION REQUIRED IN PROXY STATEMENT

                            SCHEDULE 14A INFORMATION
           PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES
                    EXCHANGE ACT OF 1934 (AMENDMENT NO. ___)

Filed by the Registrant [x]
Filed by a Party other than the Registrant [ ]

Check the appropriate box:
[ ]Preliminary Proxy Statement                 [ ]Confidential, for Use of the
[ ]Definitive Proxy Statement                     Commission Only (as permitted
[ ]Definitive Additional Materials                by Rule 14a-6(e)(2))
[X]Soliciting Material Pursuant to Rule
   14a-11(c) or Rule 14a-12

                              CENTRAL BANCORP, INC.
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                (Name of Registrant as Specified in Its Charter)


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    (Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment  of Filing Fee (Check the appropriate box):
[x]   No fee required.
[ ]   Fee  computed on table below per  Exchange  Act Rules  14a-6(i)(1)  and
      0-11.

      1.  Title of each class of securities to which transaction applies:

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      2. Aggregate number of securities to which transaction applies:

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      3. Per  unit  price  or other  underlying  value  of  transaction
         computed  pursuant  to  Exchange  Act Rule 0-11 (Set forth the
         amount on which the filing fee is calculated  and state how it
         was determined):

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      4. Proposed maximum aggregate value of transaction:

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      5. Total fee paid:

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      Fee paid previously with preliminary materials:___________________________

      Check box if any part of the fee is offset as provided by Exchange  Act
      Rule  0-11(a)(2)  and identify the filing for which the  offsetting fee
      was paid previously.  Identify the previous filing by registration
      statement  number, or the Form or Schedule and the date of its filing.

      1. Amount Previously Paid:

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      2. Form, Schedule or Registration Statement No.:

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      3. Filing Party:

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      4. Date Filed:

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Central Bancorp, Inc.
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Participant Information
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Central Bancorp, Inc. ("Central") and its executive officers and directors named
below may be deemed  participants  in the  solicitation of proxies for Central's
2002 Annual Meeting of  Stockholders.  The number of shares of Central's  common
stock beneficially owned by each of these persons as of March 31, 2002 is listed
in parentheses after his or her name.

Joseph R. Doherty,  Chairman and Director (60,675); John D. Doherty,  President,
Chief  Executive  Officer and Director  (141,530);  David W. Kearn,  Senior Vice
President  (14,706);  Michael K.  Devlin,  Senior Vice  President  (0);  Paul S.
Feeley,  Senior Vice President  (7,610);  and William P. Morrissey,  Senior Vice
President (11,162).

Central's  directors who are not also executive  officers are: Gregory W. Boulos
(5,500); John F. Gilgun, Jr., (1,575);  Terence D. Kenney (6,541); Nancy D. Neri
(200); John P. Quinn (1,200); and Marat E. Santini (2,363).

Central  does not believe  that any of the  foregoing  persons has any direct or
indirect interests in the matters to be acted upon at the 2002 Annual Meeting of
Stockholders  other than as a  stockholder  or nominee for election as director.
Central is also party to employment and severance  agreements with its executive
officers  under  which they may be entitled  to receive  compensation  and other
payments  upon certain  events,  including  the  occurrence  of specific  events
following a change in control.

In  connection  with its  solicitation  of proxies for the 2002 Annual  Meeting,
Central will file with the  Securities and Exchange  Commission  (the "SEC") and
will furnish to its  stockholders  a proxy  statement,  which  stockholders  are
advised  to read as it will  contain  important  information.  Stockholders  may
obtain a free  copy of such  proxy  statement  (when  available)  and any  other
relevant  documents  filed  with  the  SEC,  from  the  website  of  the  SEC at
www.sec.gov.