FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

BROOKLINE BANCORP INC

2. Date of Event Requiring Statement (MM/DD/YYYY)
4/19/2011 

3. Issuer Name and Ticker or Trading Symbol

BANCORP RHODE ISLAND INC [BARI]

(Last)        (First)        (Middle)

160 WASHINGTON ST.

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            ___ X ___ 10% Owner
_____ Officer (give title below)          _____ Other (specify below)

(Street)

BROOKLINE, MA 02447       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4) 		2. Amount of Securities Beneficially Owned
(Instr. 4) 		3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5) 		4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4) 		2. Date Exercisable and Expiration Date
(MM/DD/YYYY) 		3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4) 		4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5) 		6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:

Remarks:
Brookline Bancorp, Inc. ("Brookline") is filing this Form 3 solely because Brookline may be deemed a beneficial owner, pursuant to Section 13(d) of the Securities Exchange Act of 1934, of 1,205,909 shares of common stock of Bancorp Rhode Island, Inc. (which includes 230,213 options to purchase common stock that are exercisable within 60 days of the date of this Form 3) that are subject to certain Voting Agreements entered into in connection with the Agreement and Plan of Merger, dated as of April 19, 2011, by and between Brookline and Bancorp Rhode Island, Inc. Brookline has no "pecuniary interest" in such shares. Brookline disclaims beneficial ownership of such shares, and this report shall not be deemed an admission that Brookline is the beneficial owner of such shares for purposes of Section 16 or for any other purpose.
No securities are beneficially owned.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
BROOKLINE BANCORP INC
160 WASHINGTON ST.
BROOKLINE, MA 02447
X


Signatures
/S/ PAUL R. BECHET 4/28/2011
** 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 5(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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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