EXHIBIT 31
                           FORM 10-KSB/A CERTIFICATION

         I, Walter Tatum, certify that:

         1. I have reviewed this annual report on Form 10-KSB/A of CyberAds,
         Inc.;

         2. Based on my  knowledge,  this  annual  report  does not  contain any
         untrue  statement  of  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 annual report;

         3. Based on my knowledge, the financial statements, and other financial
         information  included  in this  annual  report,  fairly  present in all
         material  respects the financial  condition,  results of operations and
         cash flows of the  registrant as of, and for, the periods  presented in
         this annual 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))  for the
         registrant and internal  controls over financial  reporting (as defined
         in Exchange Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

                  a) Designed such disclosure  controls and procedures to ensure
                  that  material   information   relating  to  the   registrant,
                  including its consolidated  subsidiaries,  is made known to us
                  by others  within  those  entities,  particularly  during  the
                  period in which this annual 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 the registrant'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
                  annual report based in such evaluation; and

                  d)  Disclosed  in this  report any change in the  registrant's
                  internal control over financial reporting that occurred during
                  the  registrant's  fourth fiscal  quarter that has  materially
                  affected,  or is reasonably likely to materially  affect,  the
                  registrant's internal control over financial reporting and










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         5. The  registrant's  other  certifying  officers and I have disclosed,
         based on our most recent evaluation,  to the registrant's  auditors and
         the audit committee of the registrant's  board of directors ( or person
         performing the equivalent functions):

                  a) all significant  deficiencies in the design or operation of
                  internal   controls   which   could   adversely   affect   the
                  registrant's ability to record, process,  summarize and report
                  financial  date  and  have  identified  for  the  registrant's
                  auditors any material weaknesses in internal controls; and

                  b)  any  fraud,   whether  or  not  material,   that  involves
                  management or other  employees who have a significant  role in
                  the registrant's internal controls; and

         6. The registrant's  other certifying  officers and I have indicated in
         this  annual  report  whether or not there are  significant  changes in
         internal  controls or other  factors  that could  significantly  affect
         internal controls subsequent to the date of our most recent evaluation,
         including   any   corrective   actions   with  regard  to   significant
         deficiencies and material weaknesses.

         Date: April 22, 2004

         /s/WALTER TATUM
         ---------------
         Walter Tatum
         President