EXHIBIT
      31.1





Certification





I,
      William Thomas Large, certify that:





1.
      I have
      reviewed this quarterly report on Form 10-QSB of Torbay 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 quarterly
      report;





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





4.
      The
      Registrant's other certifying officers 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 Registrant 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 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)
      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 Registrant's disclosure controls and procedures and
      presented in this report our conclusions about the effectiveness of the
      disclosure controls and procedures; and





d)
      disclosed
      in this report any change in the Registrant's internal control over financial
      reporting that occurred during the Registrant's most recent fiscal quarter
      that
      has materially affected, or is reasonably likely to materially affect, the
      Registrant's internal control over financial reporting.





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
      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 Registrant'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 Registrant's internal control over financial
      reporting.




Date: May
              19,
              2006
            By:
            /s/ William
              Thomas LargeWilliam Thomas Large
              President, Chief Executive Officer and
              Chief Financial Officer