EXHIBIT 31.1


                      CHIEF EXECUTIVE OFFICER'S CERTIFICATE
                            PURSUANT TO SECTION 302*


         I, Douglas Baker, chief executive officer, certify that:

         1. I have reviewed this form 10-QSB for the quarter ended September 28,
2003 of Health Express USA, Inc.;

         2. Based on my  knowledge,  this  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 report;

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

         4. The small business  issuer's other  certifying  officer(s) 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 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  small  business  issuer,
including its  consolidated  subsidiaries,  is made known to us by others within
those  entities,  particularly  during the period in which this  report is being
prepared;

         (b) Omitted;

         (c)  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

         (d) 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; and

         5. The small business  issuer's other certifying  officer(s) and I have
disclosed,  based  on our  most  recent  evaluation  of  internal  control  over
financial  reporting,  to the small  business  issuer's  auditors  and the audit
committee  of the  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

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         (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.


Date:    November 12, 2003                      By:      /s/ Douglas Baker
                                                         -----------------------
                                                Name:    Douglas Baker
                                                Title:   Chief Executive Officer

*        The   introductory   portion  of   paragraph   4  of  the  Section  302
         certification  that refers to the certifying  officers'  responsibility
         for  establishing  and  maintaining  internal  control  over  financial
         reporting for the company, as well as paragraph 4(b), have been omitted
         in  accordance  with  Release No.  33-8238  (June 5, 2003)  because the
         compliance  period has been extended for small  business  issuers until
         the first fiscal year ending on or after April 15, 2005.