**Exhibit
      31**


Section
      302 Certification


CERTIFICATIONS





I,
      Guy
      Nissenson, certify that:




1.    
      I have reviewed this annual report on Form 10-KSB/A of Xfone, 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 Xfone, Inc. as of, and for,
      the periods presented in this report;




4.    
      The registrant’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(e)) and internal control over financial
      reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for Xfone,
      Inc. 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 Xfone, Inc., 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)       
      Designed such internal control over financial reporting, or caused such internal
      control over financial reporting to be designed under our supervision, to
      provide reasonable assurance regarding the reliability of financial reporting
      and the preparation of financial statements for external purposes in accordance
      with generally accepted accounting principles;




(c)       
      Evaluated the effectiveness of Xfone, Inc.‘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 Xfone, Inc.‘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 registrant’s other certifying officers and I have disclosed, based on our
      most recent evaluation of internal control over financial reporting, to Xfone,
      Inc.‘s auditors and the audit committee of Xfone, Inc.‘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 Xfone, Inc.‘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 Xfone, Inc.'s internal control over financial
      reporting.




July
                30, 2007
            
            **XFONE,
                INC.**
              
              BY:
                /S/ Guy Nissenson
              ——————————————
              Guy
                Nissenson
                President,
                  Chief Executive Officer,
                Treasurer,
                  Chief Financial Officer and
                  Director