**Exhibit 31.1**

 

**CERTIFICATIONS PURSUANT TOSECTION 302 OF THE SARBANES-OXLEY ACT OF 2002**

 

**Chief Executive Officer Certification**

 

I, R. Jack DeCrane,certify that:

 

1.         I have reviewed thisAnnual Report on Form 10-K of DeCrane Holdings Co.;

 

2.         Based on my knowledge,this report does not contain any untrue statement of a material fact or omit tostate a material fact necessary to make the statements made, in light of thecircumstances under which such statements were made, not misleading withrespect to the period covered by this report;

 

3.         Based on my knowledge,the financial statements, and other financial information included in thisreport, fairly present in all material respects the financial condition,results of operations and cash flows of the registrant as of, and for, theperiods presented in this report;

 

4.         The registrant’s othercertifying officer(s) and I are responsible for establishing and maintainingdisclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e)and 15d-15(e)) for the registrant and have:

 

(a)       Designed such disclosurecontrols and procedures, or caused such disclosure controls and procedures tobe designed under our supervision, to ensure that material information relatingto the registrant, including its consolidated subsidiaries, is made known to usby others within those entities, particularly during the period in which thisreport is being prepared;

 

(b)       (Paragraph omitted pursuantto SEC Release Nos. 33-8238 and 34-47986)

 

(c)       Evaluated the effectivenessof the registrant’s disclosure controls and procedures and presented in thisreport our conclusions about the effectiveness of the disclosure controls andprocedures, as of the end of the period covered by this report based on suchevaluation; and

 

(d)       Disclosed in this reportany change in the registrant’s internal control over financial reporting thatoccurred during the registrant’s fourth fiscal that has materially affected, oris reasonably likely to materially affect, the registrant’s internal control overfinancial reporting; and

 

5.         The registrant’s othercertifying officer(s) and I have disclosed, based on our most recent evaluationof internal control over financial reporting, to the registrant’s auditors andthe audit committee of the registrant’s board of directors (or personsperforming the equivalent functions):

 

(a)       All significantdeficiencies and material weaknesses in the design or operation of internalcontrol over financial reporting which are reasonably likely to adverselyaffect the registrant’s ability to record, process, summarize and reportfinancial information; and

 

(b)       Any fraud, whether or notmaterial, that involves management or other employees who have a significantrole in the registrant’s internal control over financial reporting.

 
| Date: March 25,  2004 |                       |
|-----------------------|----------------------------|
|                  |                       |
|                  |                       |
|                  | /s/  R.  Jack DeCrane |   |
|                  | R. Jack DeCrane            |
|                  | Chief Executive  Officer   |

 

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