EXHIBIT 31.1


                           CERTIFICATIONS PURSUANT TO
                         RULES 13A-14 AND 15D-14 OF THE
                  SECURITIES EXCHANGE ACT OF 1934, AS AMENDED,
                             AS ADOPTED PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002


     I, Duncan J. Kennedy, certify that:

     1. I have  reviewed  this  quarterly  report on Form 10-QSB of  Tribeworks,
Inc.:

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

     4.  The  small  business  issuer  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 cause such
         disclosure  controls and  procedures to be designed  under our supervi-
         sion,  to  ensure  that  material  information  relating  to the  small
         business issuer, 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) Evaluated the effectiveness of the small business issuer's
         disclosure  controls and  procedures  and  presented in this report our
         conclusions  about the  effectiveness  of the  disclosure  controls and
         procedures, as of the end of the period covered by this report based on
         such evaluation; and

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

     5.  The  small  business  issuer's  other  certifying  officers  and I have
disclosed,  based on our most recent evaluation over financial reporting, to the
small  business  issuer's  auditors and the audit  committee  of small  business
issuer's board of directors (or persons performing the equivalent functions):

         a) all significant deficiencies and material weaknesses in the design
         or operation of internal  controls over financial  reporting  which are
         reasonably  likely to  adversely  affect  the small  business  issuer'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  small  business
         issuer's internal control over financial reportings; and

     6.  The  small  business  issuer's  other  certifying  officers  and I have
indicated in this quarterly report whether or not there were significnat changes
in  internal  controls  or in other  factors  that  could  significantly  affect
internal  controls  subsequent  to the  date  of  our  most  recent  evaluation,
including any  corrective  actions with regard to significant  deficiencies  and
material weaknesses.



Dated:  August 14, 2003


                                            By: /s/     DUNCAN J. KENNEDY
                                               _________________________________
                                                     Duncan J. Kennedy
                                                     Chief Executive Officer