EXHIBIT NO. 31.1
The X-Change Corporation
File No.  000-53132
Form 10-K
For the year ended December 31, 2008

                                  CERTIFICATION

I, R. Wayne Duke, certify that:

1.   I have reviewed this annual report on Form 10-K for the year ended December
     31, 2008 of The X-Change Corporation

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 issuer as of, and for, the periods presented in this report;

4.   The  issuer's  other  certifying  officer(s)  and  I  are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules  13a-15(e) and 15d-15(e))  and internal  control over
     financial  reporting  (as  defined  in  Exchange  Act Rules  13a-15(f)  and
     15d-15(f)) for the 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
          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)   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 the 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 issuer's  internal  control
          over financial reporting that occurred during the issuer's most recent
          fiscal  quarter (the issuer's  fourth fiscal quarter in the case of an
          annual report) that has materially  affected,  or is reasonably likely
          to materially  affect,  the issuer's  internal  control over financial
          reporting; and

5.   The issuer's other certifying officer(s) and I have disclosed, based on our
     most recent evaluation of internal control over financial reporting, to the
     issuer's  auditors  and  the  audit  committee  of the  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 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 issuer's internal control
          over financial reporting.

Date: December 21, 2009                    By: /s/ R. Wayne Duke
      -----------------                        ---------------------------------
                                                                   R. Wayne Duke
                                                             Chief Executive and
                                                         Chief Financial Officer