Exhibit 31

                                  CERTIFICATION


I, Mark Allen, certify that:

1. I have reviewed this  quarterly  report on Form 10-QSB of Technest  Holdings,
Inc.;

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 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  my
          supervision, to ensure that material information relating to the small
          business  issuer,  including its  consolidated  subsidiaries,  is made
          known to me by others within those entities,  particularly  during the
          period in which this report is being prepared;

          b.  Evaluated  the   effectiveness  of  the  small  business  issuer's
          disclosure  controls and  procedures  and  presented in this report my
          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

          c. 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 controls over financial reporting.



Date:  September 5, 2003                  By:/s/ MARK ALLEN
                                             --------------------------
                                                 Mark Allen, Director