<PAGE>  1                                                          Exhibit 31.1

      Certification of Chief Executive Officer and Chief Financial Officer
           Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
                      of USA Real Estate Investment Trust


I, Gregory E. Crissman, certify that:

1.  I have reviewed this annual report on Form 10-KSB of USA Real Estate
Investment Trust;

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 state-
ments 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.  I am 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 financing reporting (as defined in Exchange Act Rules
13a-15(f) and 15d-15(f) for the registrant and have:

    a)  designed such disclosure controls and procedures, or caused such
    disclosure controls and procedures to be designed under my supervision,
    to ensure that material information relating to the registrant, is made
    known to me by others, 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 my super-
    vision, 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 my conclusions about the effective-
    ness 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
    fiscal quarter (the registrant's 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; and

5.  I have disclosed, based on my most recent evaluation of internal control
over financial reporting, to the registrant's auditors and the audit committee
of the registrant's trustees (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 registrant's ability to record, process,
    summarize and report financial information; and
<PAGE>  2

    b)  any fraud, whether or not material, that involves management or others
    who have a significant role in the registrant's internal control over
    financial reporting.

Date:  February 25, 2005               /s/ Gregory E. Crissman
                                           Gregory E. Crissman
                                           Chief Executive Officer and
                                           Chief Financial Officer