Exhibit 31.1

    CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER

I, Donald Neal, President, Chief Executive Officer,  Secretary, and Treasurer of
American Goldfields Inc. (the "Company"), certify that:

            1. I have  reviewed  this  quarterly  report  on Form  10-QSB of the
Company;

            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
Company as of, and for, the periods presented in this report;

            4. I am responsible  for  establishing  and  maintaining  disclosure
controls  and  procedures  (as  defined  in  Exchange  Act Rules  13a-15(f)  and
15d-15(f)) for the Company 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 Company,  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  disclosure   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  the  Company'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  Company's
internal control over financial reporting that
occurred  during the  Company's  most recent  fiscal  quarter (in the case of an
annual report,  the fourth fiscal quarter) that has materially  affected,  or is
reasonably  likely to materially  affect,  the Company's  internal  control over
financial reporting; and

            5. I have disclosed,  based on my most recent evaluation of internal
control  over  financial  reporting,  to the  Company's  auditors  and the audit
committee  of the  Company'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
Company'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 Company's internal control over financial reporting.

Dated: June 6, 2006



/s/ Donald Neal
----------------------
Donald Neal, President,
Chief Executive Officer,
Secretary and Treasurer
(Principal Executive Officer and
Principal Financial Officer)