Exhibit 31

  CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER PURSUANT
               TO SECTION 302(A) OF THE SARBANES-OXLEY ACT OF 2002

I, Shmuel Shneibalg,  President,  Secretary,  and Director of Knowledge Transfer
Systems, Inc. (the "Company"), certify that:

1. I have reviewed this annual report on Form 10-KSB 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 small business
issuer 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(e) and  15d-15(e)) for the
small business issuer 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 small  business
                                    issuer,     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  got  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  small
                                    business  issuer'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
                                    small  business  issuer's  internal  control
                                    over   financial   reporting  that  occurred
                                    during the small  business  issuer's  fourth
                                    fiscal quarter that has materially affected,
                                    or  is   reasonably   likely  to  materially
                                    affect, the small business issuer'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 small  business  issuer's  auditors  and the audit
committee of the small  issuer'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 small  business  issuer'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 small business  issuer's
                                            internal   control  over   financial
                                            reporting


Date:  April 12, 2005

/s/ Shmuel Shneibalg
Shmuel Shneibalg
President, Secretary, and Director
(Principal Executive and principal financial Officer)