Exhibit
      31.1


Section
      302 Certification


CERTIFICATIONS


I,
      Alon Mualem, certify that:




1.    
I have
      reviewed this annual report on Form
      10-KSB 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.




March
              30 , 2006
            
            **XFONE,
                INC.**BY: /S/ Alon
                Mualem
              ——————————————Alon
                Mualem
              Treasurer,
                Cheif Financial Officer
              and Principal Accounting
                Officer