**Exhibit 31.1**

 

Certification

 

I, Jonathan V. Diamond, ChiefExecutive Officer of YouthStream Media Networks, Inc., certify that:

 

1.     I have reviewed this quarterly reporton Form 10-Q for the three months ended June 30, 2004 of YouthStream MediaNetworks, Inc.;

 

2.     Based on my knowledge, this quarterlyreport does not contain any untrue statement of a material fact or omit tostate a material fact necessary to make the statements made, in light of thecircumstances under which such statements were made, not misleading withrespect to the period covered by this quarterly report;

 

3.     Based on my knowledge, the financialstatements, and other financial information included in this quarterlyreport, fairly present in all material respects the financial condition,results of operations and cash flows of the registrant as of, and for, theperiods presented in this quarterly report;

 

4.     The registrant’s other certifyingofficer and I are responsible for establishing and maintaining disclosurecontrols and procedures (as defined in Exchange Act Rules 13a-15(e) and15d-15(e)) for the registrant and we have:

 

a)     Designed such disclosurecontrols and procedures, or caused such disclosure controls and procedures tobe designed under our supervision, to ensure that material informationrelating to the registrant, including its consolidated subsidiaries, is madeknown to us by others within those entities, particularly during the period inwhich this report is being prepared;

 

b)    Evaluated the effectiveness ofthe registrant’s disclosure controls and procedures and presented in thisreport our conclusions about the effectiveness of the disclosure controlsand procedures, as of the end of the period covered by this report based onsuch evaluation; and

 

c)     Disclosed in this report anychange in the registrant’s internal control over financial reporting thatoccurred during the registrant’s most recent fiscal quarter (the registrant’sfourth fiscal quarter in the case of an annual report) that has materiallyaffected, or is reasonably likely to materially affect, the registrant’sinternal control over financial reporting; and

 

5.     The registrant’s other certifyingofficer and I have disclosed, based on our most recent evaluation ofinternal control over financial reporting, to the registrant’s auditors and theaudit committeeof the registrant’s board of directors (or persons performing the equivalentfunctions):

 

a)     All significant deficienciesand material weaknesses in the design or operation of internal control overfinancial reporting which are reasonably likely to adversely affect theregistrant’s ability to record, process, summarize and report financialinformation; and

 

b)    Any fraud, whether or notmaterial, that involves management or other employees who have a significant rolein the registrant’s internal controls over financial reporting.

 

 
| Date:  August 12, 2004 |                     |
|-----------------------------|--------------------------|
|                        |                     |
|                        | /s/ Jonathan  V. Diamond |   |
|                        | Jonathan  V. Diamond     |
|                        | Chief  Executive Officer |

 

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