EXHIBIT 31

                     SARBANES OXLEY PURSUANT TO SECTION 302

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                                   EXHIBIT 31

                CERTIFICATION OF DISCLOSURE PURSUANT TO 18 U.S.C.
               SECTION 1350, AS ADOPTED PURSUANT TO SECTION 302 OF
                         THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Aspeon,  Inc. (the "Company") on Form
10-QSB (the  "Report") for the period ended  December 31, 2006 as filed with the
Securities  and  Exchange  Commission  on the date  hereof I,  David J.  Cutler,
President, Chief Executive Officer,  Chief Financial Officer and Director of the
Company,  certify,  pursuant to 18 U.S.C.  Section 1350, as adopted  pursuant to
section 302 of the  Sarbanes-Oxley Act of 2002, that to the best of my knowledge
and belief:

         1. I certify that I have reviewed the 10-QSB of Aspeon, Inc.;

         2.  Based on my  knowledge,  the  Report  does not  contain  any untrue
statement  of a material  fact or omit 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 the Report;

         3. Based on my knowledge,  the financial statements and other financial
information  included in the Report fairly present in all material  respects the
financial condition, results of operations, and cash flows of the issuer, as of,
and for, the period presented in the Report;

         4. The small  business issuer's  other  certifying  officers  and I are
responsible for establishing and maintaining  disclosure controls and procedures
(as such term is 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-15f and 15d-15f 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 other 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 principals;

                  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

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                  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  most recent  fiscal  quarter  (the small
         business  issuer's  fourth  fiscal  quarter  in the  case of an  annual
         report)  that has  materially  affected,  or is  reasonably  likely  to
         materially  affect,  the small business  issuer's internal control over
         financial reporting.

         5. The small business issuer's,  other certifying officers,  and I have
disclosed,  based  on our  most  recent  evaluation  of  internal  control  over
financial  reporting,  to the small  business  issuer's  auditors  and the audit
committee  of the  small  business  issuer's  Board  of  Directors  (or  persons
fulfilling the equivalent function);

                  a. All significant  deficiencies in the design or operation of
         internal control over financial reporting,  which are reasonably likely
         to  adversely  affect  the small  business  issuers  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.

Dated: February 15, 2007

Name:  David J. Cutler
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Position: President, Chief Executive Officer
Chief Financial Officer and Director