EXHIBIT 32.1

                CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the Quarterly Report of Marx Toys and Entertainment Corp.
(the "Company") on Form 10-QSB for the period ending June 30, 2004, as filed
with the Securities and Exchange Commission on the date hereof ("Report"), I,
Robert Bamberry, President and Chief Executive Officer and Chief Financial
Officer of the Company, certify, pursuant to 18 U.S.C. 1350, as adopted pursuant
to 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

      (1) The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities and Exchange Act of 1934; and

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


Robert Bamberry
President and Chief Executive Officer, Chief Financial Officer
September 17, 2004