CERTIFICATION

I, D. Scott Watkins, certify the following:

1.    I have reviewed this annual report on Form 10-KSB of Cruisecam
      International, Inc.;

2.    Based on my knowledge, this annual 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 annual report;

3.    Based on my knowledge, the financial statements, and other financial
      information included in this annual report, fairly present in all material
      respects the financial condition, results of operations and cash flows of
      Cruisecam International, Inc. as of, and for, the periods presented in
      this annual report;

4.    Cruisecam International, Inc.'s other certifying officer and I are
      responsible for establishing and maintaining disclosure controls and
      procedures (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for
      Cruisecam International, Inc. and we have done the following:

      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
            Cruisecam International, Inc., including its consolidated
            subsidiaries, is made known to us by others within those entities,
            particularly during the period in which this annual 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 principles;

      c.    evaluated the effectiveness of Cruisecam International, Inc.'s
            disclosure controls and procedures and presented in this annual
            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

      d.    disclosed in this annual report any change in Cruisecam
            International, Inc.'s internal control over financial reporting that
            occurred during Cruisecam International, Inc.'s fourth fiscal
            quarter that has materially affected, or is reasonably likely to
            materially affect, Cruisecam International, Inc.'s internal control
            over financial reporting; and


<PAGE>

5.    Cruisecam International, Inc.'s other certifying officer and I have
      disclosed, based on our most recent evaluation of internal control over
      financial reporting, to Cruisecam International, Inc.'s auditors and the
      audit committee of the Cruisecam International, Inc.'s board of directors:

      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 Cruisecam International,
            Inc.'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 Cruisecam
            International, Inc.'s internal control over financial reporting.


June 5, 2006                                /s/ D. Scott Watkins
                                            -----------------------------------
                                            D. Scott Watkins
                                            Chief Financial Officer
                                            (Principal Financial Officer)