EXHIBIT 31.1

                         CERTIFICATION PURSUANT TO
                          18 U.S.C. SECTION 1350,
                           AS ADOPTED PURSUANT TO
               SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

     I, Timothy T. Page, certify that:

     1.   I have reviewed this Annual report on Form 10-KSB of Lion Capital
Holdings, Inc.;

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

     3.   Based  on  my knowledge, the financial statements, and other
financial information  included  in  this  Annual  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 Annual report;

     4.   The  registrant's  certifying officers are responsible for
establishing  and  maintaining disclosure controls and procedures (as
defined in Exchange  Act  Rules  13a-14  and  15d-14)  for the  registrant
and  have:

          (a)  designed  such  disclosure controls and procedures 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  Annual  report
is  being  prepared;

          (b)  evaluated  the  effectiveness  of  the  registrant's
disclosure controls  and procedures as of a date within 90 days prior to
the filing date of this  Annual  report  (the  "Evaluation  Date");  and

          (c)  presented  in  this  Annual  report  our  conclusions  about
the effectiveness  of the disclosure controls and procedures based on our
evaluation as  of  the  Evaluation  Date;

     5.   The registrant's certifying officers have disclosed, based on
our  most  recent  evaluation,  to  the  registrant's auditors and the
audit committee  of  registrant's  board  of  directors  (or persons
performing  the equivalent  functions):

          (a)  all  significant  deficiencies  in  the  design  or
operation of internal  controls  which  could  adversely  affect  the
registrant's ability to record, process, summarize and report financial
data and have identified for the registrant's  auditors  any  material
weaknesses  in  internal  controls;  and

          (b)  any  fraud,  whether or not material, that involves
management or other  employees  who  have  significant  roles  in  the
registrant's  internal controls;  and


     6.   The  registrant's  certifying  officer have indicated in this
Annual  report whether there were significant 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.

Date: May 1, 2005.

                              /s/ Timothy T. Page
                              ---------------------------------------------
                              Timothy T. Page
                              Chief Executive Officer and Chairman of the
                              Board of Directors