EXHIBIT 99.2
         CERTIFICATION PURSUANT TO SECTION 302 OF THE ACT
         ------------------------------------------------

     I, Marvin Wosk hereby certify that:

1. I have reviewed this quarterly report on Form 10-QSB of
StarSoft, inc. (hereafter referred to as "registrant").

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 registrant as of, and for, the periods presented in
this quarterly report.

4. As the sole officer and director, I am responsible for
establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant
and I have:

a)  designed such disclosure controls and procedures 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)  evaluated the effectiveness of the registrant's disclosure
    controls and procedures as of a date within 90 days prior to the
    filing date of this quarterly report (the "Evaluation Date"); and

c)  presented in this quarterly report our conclusions about the
    effectiveness of the disclosure controls and procedures based on
    our evaluation as of the Evaluation Date;

5.  I have disclosed, based on my most recent evaluation, to the
auditors and the audit committee of the board of directors (or persons
performing the equivalent functions):

a)  all significant deficiencies in the design or operation of internal
    controls which could adversely affect the registrant's ability to
    record, process, summarize and report financial data and have
    identified for the registrant's auditors any material weaknesses
    in internal controls; 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; and

6.  I have indicated in this quarterly report that there were no significant
changes in internal controls or in other factors that could significantly
affect internal controls subsequent to the date of our most recent
evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses.

                                   STARSOFT, INC., Registrant

Dated: August 6, 2004               /s/ Marvin Wosk
                                   -------------------------------------
                                   By: Marvin Wosk, Chief Executive
                                   Officer, President and Chairman of
                                   the Board of Directors






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