**EXHIBIT 31.1**

 

**CERTIFICATION OF CHIEF EXECUTIVE OFFICER,PURSUANT TOSECTION 302 OF THE SARBANES-OXLEY ACT OF 2002**

 

I, TimothyO’Malley, certify that:

 

1.                                       I have reviewedthis quarterly report on Form 10-Q for Medwave, Inc. (the “Registrant”);

 

2.                                       Based on myknowledge, this quarterly report does not contain any untrue statement of amaterial fact or omit to state a material fact necessary to make the statementsmade, in light of the circumstances under which such statements were made, notmisleading with respect to the period covered by this quarterly report;

 

3.                                       Based on myknowledge, the financial statements, and other financial information includedin this quarterly report, fairly present in all material respects the financialcondition and results of operations and cash flows of the Registrant as of, andfor, the periods presented in this quarterly report;

 

4.                                       The registrant’sother certifying officer(s) and I are responsible for establishing andmaintaining disclosure controls and procedures (as defined in Exchange ActRules 13a-15(e) and 15d-15(e)) for the Registrant and have:

 

(a)                                  Designed suchdisclosure controls and procedures, or caused such disclosure controls andprocedures to be designed  under oursupervision, to ensure that material information relating to the Registrant,including its consolidated subsidiaries, is made known to us by others withinthose entities, particularly during the period in which this report is beingprepared;

 

(b)                                 Evaluated theeffectiveness of the Registrant’s disclosure controls and procedures andpresented in this report our conclusions about the effectiveness of thedisclosure controls and procedures, as of the end of the period covered by thisreport based on such evaluation; and

 

(c)                                  Disclosed in thisreport any change in the Registrant’s internal control over financial reportingthat occurred during the Registrant’s most recent fiscal quarter (theregistrant’s fourth fiscal quarter in the case of an annual report) that hasmaterially affected, or is reasonably likely to materially affect, theregistrant’s internal control over financial reporting; and

 

5.                                       The registrant’sother certifying officer(s) and I have disclosed, based on our most recentevaluation of internal control over financial reporting, to the Registrant’sauditors and the audit committee of the Registrant’s board of directors (orpersons performing the equivalent functions):

 

(a)                                  All significantdeficiencies and material weaknesses in the design or operation of internalcontrol over financial reporting which are reasonably likely to adverselyaffect the registrant’s ability to record, process, summarize and reportfinancial information; and

 

(b)                                 Any fraud, whether ornot material, that involves management or other employees who have asignificant role in the registrant’s internal control over financial reporting.

 

 
| Date:                    September 12,  2003 | Medwave, Inc. |
|--------------------------------------------------------------------------------------------------------------------------------------------------|---------------|
|                                                                                                                                             |
|                                                                                                                                             |
|                                                                                                                                             | By:           |   /s/ Timothy J. O’Malley |   |
|                                                                                                                                             |          | Timothy J. O’Malley |
|                                                                                                                                             |          | President and Chief Executive Officer |
|                                                                                                                                             |          | (Principal Executive Officer and |
|                                                                                                                                             |          | Principal Financial Officer) |

 

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