Exhibit
31.1





CERTIFICATION
PURSUANT TO RULE 13A-14(A)/15D-14(A)





I,
Melissa Payner-Gregor, certify that:





1.  I
have reviewed this Amendment No. 1 to Form 10-K of Bluefly, 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 registrant as of, and for
the periods presented in this 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)) and internal control over financial reporting (as
defined in Exchange Act Rules 13a–15(f) and 15d–15(f))  for the
registrant and we 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 registrant, is made known to us 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 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 report based on 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 most recent quarter
(the registrants fourth fiscal quarter in the case of an annual report) that has
materially affected, or is reasonably likely to materially affect, the
registrant's internal control over financial reporting;





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 persons performing the equivalent
function):





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 registrant'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 registrant’s internal control over financial
reporting.








Date:  March
      10, 2009
              /s/ Melissa
Payner-GregorMelissa
      Payner-GregorChief
      Executive Officer