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Majesco Entertainment Co – ‘10-Q’ for 4/30/07 – EX-31.1

On:  Thursday, 6/14/07, at 4:33pm ET   ·   For:  4/30/07   ·   Accession #:  950136-7-4184   ·   File #:  1-32404

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 6/14/07  Majesco Entertainment Co          10-Q        4/30/07    5:731K                                   Capital Systems 01/FA

Quarterly Report   —   Form 10-Q
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    412K 
 2: EX-10.1     License and Distribution Agreement                  HTML     57K 
 3: EX-31.1     Certification of Principal Executive Officer        HTML     17K 
 4: EX-31.2     Certification of Principal Financial Officer        HTML     17K 
 5: EX-32       Certification to Section 906                        HTML      9K 


EX-31.1   —   Certification of Principal Executive Officer

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EXHIBIT 31.1

CERTIFICATION

I, Jesse Sutton, certify that:

1.  I have reviewed this quarterly report on Form 10-Q of Majesco Entertainment Company and Subsidiary:
2.  Based on my knowledge, this quarterly 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 quarterly report;
3.  Based on my knowledge, the financial statements, and other financial information included in this quarterly 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 quarterly 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 Rule 13a-15 (f) and 15(d)-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, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;
b)  designed such internal control over financing reporting, or caused such internal control over financial 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 fiscal quarter that has materially affected, or is reasonably likely to materially affect the registrant’s internal control over financial reporting; and
5.  The registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
a)  all significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting that 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 controls over financial reporting.

Date: June 14, 2007

/s/ Jesse Sutton                                           
Title: Interim Chief Executive Officer
(Principal Executive Officer)





Dates Referenced Herein   and   Documents Incorporated by Reference

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Filed on:6/14/0728-K
For Period End:4/30/078-K
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Filing Submission 0000950136-07-004184   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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