**GLOBETRAC
        INC.**
 **CERTIFICATIONS
        PURSUANT TO**
 **SECTION
        302 OF THE SARBANES-OXLEY ACT OF 2002**
   **CERTIFICATION**
   I,
        Raymond Dabney, certify that:
   1.
         
        I have reviewed this annual report on Form 10-KSB of Xraymedia.;
   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 the registrant
        as
        of, and for, the periods presented in this annual report;
   4.
         
        The registrant’s other certifying officer and I are responsible for establishing
        and maintaining disclosure controls and procedures (as defined in Exchange
        Act
        Rules 13a-14 and 15d-14) for the registrant and GlobeTrac has:
   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 annual 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 annual
        report (the “Evaluation Date”); and
   c)
         
        presented in this annual report our conclusions about the effectiveness of
        the
        disclosure controls and procedures based on our evaluation as of the Evaluation
        Date;
   5.
         
        The registrant’s other certifying officers and I have disclosed, based on our
        most recent evaluation, to the registrant’s auditors and the audit committee of
        registrant’s board of directors (or persons performing the equivalent function):
   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.
         
        The registrant’s other certifying officers and I have indicated in this annual
        report whether or not there were 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.
   Date: August
        25, 2005
   */s/*Raymond Dabney **
 Raymond
        Dabney
 Chief
        Executive Officer
  
  **GLOBETRAC
        INC.**
 **CERTIFICATIONS
        PURSUANT TO**
 **SECTION
        302 OF THE SARBANES-OXLEY ACT OF 2002**
   **CERTIFICATION**
   I,
        Raymond Dabney, certify that:
   1.
         
        I have reviewed this annual report on Form 10-KSB of Xraymedia.;
   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 the registrant
        as
        of, and for, the periods presented in this annual report;
   4.
         
        The registrant’s other certifying officer and I are responsible for establishing
        and maintaining disclosure controls and procedures (as defined in Exchange
        Act
        Rules 13a-14 and 15d-14) for the registrant and GlobeTrac has:
   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 annual 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 annual
        report (the “Evaluation Date”); and
   c)
         
        presented in this annual report our conclusions about the effectiveness of
        the
        disclosure controls and procedures based on our evaluation as of the Evaluation
        Date;
   5.
         
        The registrant’s other certifying officers and I have disclosed, based on our
        most recent evaluation, to the registrant’s auditors and the audit committee of
        registrant’s board of directors (or persons performing the equivalent function):
   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.
         
        The registrant’s other certifying officers and I have indicated in this annual
        report whether or not there were 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.
   Date: August
        25, 2005
      ** */s/*Raymond Dabney
 Raymond
        Dabney
 Chief
        Financial Officer