EXHIBIT 31.1

| 1.   | I      have reviewed this Quarterly Report on Form 10-Q of 8 by 8,      Inc.;                                                                                                                                                                                                                                                          |   |
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| 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;    |
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| 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; |
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| 4.   | I      am responsible for establishing and maintaining disclosure controls and      procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for      the small business issuer and have:                                                                                                                                 |

| 5.   | 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 the small business issuer's board of directors (or      persons performing the equivalent functions):                    |
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| 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 |
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| 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 financialreporting.                                                                                                           |

| By:    | /s/      Eric M. Hecht           |
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|   | Eric      M. Hecht               |
|   | Principal      Executive Officer |
|   | Principal      Financial Officer |

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