Ditech Networks (DITC) 10-Q 2008 Q1 Quarterly report

Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. § 1350, as adopted), Edwin L. Harper, Interim Chief Executive Officer and Chairman of the Board of Ditech Networks, Inc. (the “Company”), and William J. Tamblyn, the Chief Financial Officer of the Company, each hereby certify that, to the best of his knowledge:

1.             The Company’s Quarterly Report on Form 10-Q for the quarter ended July 31, 2007, and to which  this Certification is attached as Exhibit 32.1 (the “ Periodic Report “) fully complies with the requirements of Section 13(a) or  Section 15(d) of the Securities Exchange Act of 1934, and

2.             The information contained in the Periodic Report fairly presents, in all material respects, the financial condition and  results of operations of the Company.

IN WITNESS WHEREOF, the undersigned have set their hands hereto as of the 10th day of September, 2007.

/s/  EDWIN L. HARPER

Edwin L. Harper

INTERIM CHIEF EXECUTIVE OFFICER AND
CHAIRMAN OF TH BAORD

/s/  WILLIAM J. TAMBLYN

William J. Tamblyn

CHIEF FINANCIAL OFFICER