Exhibit 31

                                  CERTIFICATION

         I, Matthew J. Cohen,  Chief  Executive  Officer  (Principal  Executive,
Financial and Accounting Officer) of Genio Group, Inc., certify that:

     1.   I have reviewed this report on Form 10-KSB of Genio Group, 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 as 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 small  business  issuer as of, and for,  the periods
          presented in this annual report;

     4.   The  small  business  issuer'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(f))
          for the small business issuer 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 annual 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
               (the small business issuer's fourth fiscal quarter in the case of
               an annual report) that has materially affected,  or is reasonably
               likely to materially affect, the small business issuer's internal
               control over financial reporting;

     5.   The small  business  issuer'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 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 control 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 reporting.



                                /s/ Matthew J. Cohen
                                ----------------------------------------------
                                Matthew J. Cohen
                                Chief Executive Officer
                                (Principal Executive, Financial and
                                Accounting Officer)

                                February 17, 2005