Exhibit 31.1


                                  CERTIFICATION


I, James A. Tilton, certify that:

         1. I have reviewed this  quarterly  report on Form 10-QSB of China Food
and Beverage Company;

         2. Based on my knowledge,  this  quarterly  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 quarterly  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 quarterly report;

         4. The registrant's other certifying officers and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-15(e) and 15d-15(e) for the registrant and have:

         a) Designed such  disclosure  controls and  procedures,  or caused such
disclosure  controls and  procedures to be designed  under our  supervision,  to
ensure that  material  information  relating to the  registrant,  including  its
consolidated subsidiaries,  is made known to us by others within those entities,
particularly during the period in which this quarterly report is being prepared;

         b) Designed such internal control over financial  reporting,  or caused
such  internal  control  over  financial  reporting  to be  designed  under  our
supervision,  to provide  reasonable  assurance  regarding  the  reliability  of
financial  reporting and the  preparation  of financial  statements for external
purposes in accordance with generally accepted accounting principles;

         c) Evaluated the effectiveness of the registrant's  disclosure controls
and  procedures  and  presented  in  this  report  our  conclusions   about  the
effectiveness  of the  disclosure  controls  and  procedures,  as of the  period
covered by this report based on such evaluation; and

         d)  Disclosed  in this report any change in the  registrant's  internal
control over  financial  reporting  that occurred  during the  registrants  most
recent fiscal quarter that has materially  affected,  or is reasonably likely to
materially  affect, the registrants  internal control over financial  reporting;
and

         5. The  registrant's  other  certifying  officers and I have disclosed,
based  on  our  most  recent  evaluation  of  internal  control  over  financial
reporting,  to the registrant's auditors and the audit committee of registrant's
board of directors (or persons performing the equivalent function);

         a) all significant  deficiencies and material  weaknesses in the design
or operation of internal  control over financial  reporting which are reasonably
likely  to  adversely  affect  the  registrant's  ability  to  record,  process,
summarize and report financial information; and
         b) any fraud,  whether or not  material,  that  involves  management or
other employees who have a significant role in the registrant's internal control
over financial reporting.

         Date: November 13th, 2003

         /s/ James A. Tilton
          ---------------------
         James A. Tilton,
         Chief Executive Officer and Chief Financial Officer