EXHIBIT
31





CERTIFICATION
OF CHIEF EXECUTIVE OFFICER AND


CHIEF
FINANCIAL OFFICER PURSUANT TO SECTION 302 OF


THE
SARBANES-OXLEY ACT OF 2002





I, Shaun
Passley, certify that:





1.
            I
      have reviewed this Annual Report on Form 10-KSB of EPAZZ,
      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 small
      business issuer 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)) 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 others within those entities,
particularly during the period in which this report is being
prepared;





b)
Paragraph omitted in accordance with SEC transition instructions contained in
SEC Release No. 33-8238, and an extension of the compliance date in accordance
with SEC Release No. 33-8545 and Release No. 33-8618;





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





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





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 the 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 control over
financial reporting.




Date:
April 10, 2008





By:         /s/
Shaun Passley


Shaun
Passley


Chief
Executive Officer (Principal Executive Officer)


and Chief
Financial Officer (Principal Accounting Officer)