**Exhibit 31**

 

**CERTIFICATIONS PURSUANT TO RULE 13a-14(A)OF THE EXCHANGE ACT**

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I, Roger Stone, Principal Executive Officer andPrincipal Financial Officer of Stone Arcade Acquisition Corporation, certifythat:

 

##### 1.                                       I have reviewedthis quarterly report on Form 10-Q of Stone Arcade AcquisitionCorporation;

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##### 2.                                       Based on myknowledge, this report does not contain any untrue statement of a material factor omit to state a material fact necessary to make the statements made, inlight of the circumstances under which such statements were made, notmisleading with respect to the period covered by this report;

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##### 3.                                       Based on myknowledge, the financial statements, and other financial information includedin this report, fairly present in all material respects the financialcondition, results of operations and cash flows of the registrant as of, andfor, the periods presented in this report;

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##### 4.                                       I amresponsible for establishing and maintaining disclosure controls and procedures(as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for theregistrant and have:

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###### a.                                       designed suchdisclosure controls and procedures, or caused such disclosure controls andprocedures to be designed under my supervision, to ensure that materialinformation relating to the registrant, including its consolidatedsubsidiaries, is made known to me by others within those entities, particularlyduring the period in which this report is being prepared;

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###### b.                                      evaluated theeffectiveness of the registrant’s disclosure controls and procedures andpresented in this report my conclusions about the effectiveness of thedisclosure controls and procedures, as of the end of the period covered by thisreport based on such evaluation; and

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###### c.                                       disclosed inthis report any change in the registrant’s internal control over financialreporting that occurred during the registrant’s most recent fiscal quarter thathas materially affected, or is reasonably likely to materially affect, theregistrant’s internal control over financial reporting; and

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##### 5.                                       I havedisclosed, based on my most recent evaluation of internal control overfinancial reporting, to the registrant’s auditors and the audit committee ofregistrant’s board of directors:

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###### a.                                       all significantdeficiencies and material weaknesses in the design or operation of internalcontrol over financial reporting which are reasonably likely to adverselyaffect the registrant’s ability to record, process, summarize and reportfinancial information; and

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###### b.                                      any fraud,whether or not material, that involves management or other employees who have asignificant role in the registrant’s internal control over financial reporting.

 

 
| Date: May 12, 2006 | /s/ Roger Stone                                                                                 |
|-------------------------|-------------------------------------------------------------------------------------------------|
|                    | Roger Stone  Chairman and Chief Executive Officer   (Principal Executive and Financial Officer) |

 

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