EXHIBIT 31.1

                          RULE 13A-14(a) CERTIFICATION

I, Howard Taylor, certify that:

1.       I  have  reviewed this quarterly report on Form 10-QSB of River Capital
         Group, 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.       As  the sole  certifying officer, I am 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 the small business issuer and have:

         a)       designed  such disclosure  controls and  procedures, or caused
                  such  disclosure  controls and procedures to be designed under
                  my  supervision, to  ensure that material information relating
                  to  the  small  business  issuer, including  its  consolidated
                  subsidiaries,  is  made  known to  me  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 my 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  the  small business issuer's
                  disclosure  controls and  procedures  and  presented  in  this
                  report  my  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.       As  the  sole certifying  officer, I have  disclosed,  based on my most
         recent evaluation  of internal control over financial reporting, to the
         small  business  issuer'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.



Date:    May 15, 2006            /s/ HOWARD TAYLOR
                             ---------------------------------------------------
                             Howard Taylor
                             Chief Executive Officer and Chief Financial Officer
                             (principal executive and financial officer)