Exhibit 32.1





                    CERTIFICATION OF CHIEF EXECUTIVE OFFICER



     Pursuant to Section 906 of the  Sarbanes-Oxley  Act of 2002 (18 U.S.C.  ss.
1350),  the  undersigned,  ReiJane Huai,  Chief Executive  Officer oF FalconStor
Software, Inc., a Delaware Corporation (the "Company"),  does hereby certify, to
his knowledge, that:

     The Quarterly  Report on Form 10-Q for the quarter ended September 30, 2005
of the Company (the "Report")  fully complies with the  requirements of Sections
13(a) and 15(d) of the  Securities  Exchange  Act of 1934,  and the  information
contained in the Report fairly presents, in all material respects, the financial
condition and results of operations of the Company.





                                           /s/  Reijane Huai
                                           ---------------------------
                                           ReiJane Huai
                                           Chief Executive Officer
                                           November 8, 2005