<DOCUMENT>
<TYPE>EX-31.2
<SEQUENCE>3
<FILENAME>ex31-2.txt
<TEXT>

                                                                    Exhibit 31.2
                                 CERTIFICATIONS

      I, Barbara J. Corinha, certify that:

1.    I have reviewed this Amendment No. 1 to the Quarterly Report on Form
      10-Q/A of Franklin Street Properties Corp.;

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
      quarterly 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 registrant as of, and for, the periods presented in this report;


Date: May 26, 2004              /s/ Barbara J. Corinha
                                ----------------------------------------
                                Barbara J. Corinha
                                Vice President, Chief Operating Officer
                                (equivalent of Chief Financial Officer),
                                Treasurer and Secretary


                                       35


</TEXT>
</DOCUMENT>
