EXHIBIT 31

                               302 CERTIFICATION


I, David J Cutler, certify that:

        1. I have reviewed this quarterly report on Form 10-QSB of Aspeon, Inc.;

        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 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  controls  over  financial  reporting (as defined in Exchange Act Rules
13a-15(f) and 15d-15(f)) 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 my  supervision,  to
ensure  that  material  information  relating  to  the  small  business  issuer,
including its  consolidated  subsidiaries,  is made known to me by others 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 my; supervision,
to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accord with
generally accepted accounting principles;

     c) Evaluated the  effectiveness of the small business  issuer's  disclosure
controls and procedures  and presented in this report my  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 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; and

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       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 small  business  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 controls over financial reporting.

Date: May 12, 2006                       /s/ David J Cutler
                                         ----------------------------
                                           David J Cutler
                                           Chief Executive Officer
                                           Chief Financial Officer