SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* DOLPHIN OFFSHORE PARTNERS LP (Last) (First) (Middle) 129 EAST 17TH STREET (Street) NEW YORK NY 10003 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol BOSTON RESTAURANT ASSOCIATES INC [ BRAI ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 01/20/2005
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/20/2005(1)		P		120,000	A	(1)	1,115,000	D(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A Participating Preferred STock, $.01 par value	$0.85	01/20/2005		P		470,588		01/20/2005	(3)	Common Stock, $.01 par value	470,588	$0.85	470,588	D(2)

1. Name and Address of Reporting Person* DOLPHIN OFFSHORE PARTNERS LP (Last) (First) (Middle) 129 EAST 17TH STREET (Street) NEW YORK NY 10003 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SALAS PETER E (Last) (First) (Middle) 129 EAST 17TH STREET (Street) NEW YORK NY 10003 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Dolphin Management Inc. (Last) (First) (Middle) C/O DOLPHIN ASSET MANAGEMENT CORP. 129 EAST 17TH STREET (Street) NEW YORK NY 10003 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) No relationship to Issuer.

1. Name and Address of Reporting Person* Dolphin Advisors, L.L.C. (Last) (First) (Middle) C/O DOLPHIN ASSET MANAGEMENT CORP. 129 EAST 17TH STREET (Street) NEW YORK NY 10003 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) No relationship to Issuer.

1. Name and Address of Reporting Person* DOLPHIN DIRECT EQUITY PARTNERS L P (Last) (First) (Middle) 129 EAST 17TH STREET (Street) NEW YORK NY 10003 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) No relationship to Issuer.

Explanation of Responses:

1. The Reporting Persons note that all purchases occurred at various prices from time to time prior to such date and that prior to the date hereof no Reporting Person entered into any sale or sale equivalent transaction regarding any equity security, derivative or otherwise, of the Issuer.

2. The reported securities are owned directly by Dolphin Offshore. Each of Mr. Salas, Dolphin Management, Dolphin Advisors and Dolphin Direct disclaims any beneficial ownership of the reported securities, although they may be deemed members of a group or to have beneficial ownership of such securities pursuant to Rule 13(d)-3 under the 1934 Act.

3. None

	See Exhibit 99.1	09/26/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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