**CERTIFICATIONS**

| 1.     | I                  have reviewed this annual report on Form 10-KSB/A, amendment                  No. 2, for ION Networks, Inc.;                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
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| 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;                                                                                                                                                                             |
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| 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;                                                                                                                                                                                     |
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| 4.     | The                  small business issuer’s other certifying officers and I are                  responsible for establishing and maintaining disclosure controls                  and                  procedures (as defined in the 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 small business issuer and                  have:                                                                                                 |
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|   | 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 Subsidiary, is made known to us by others                  within those entities, particularly during the period in which                  this report                  is being prepared;                                                                                 |
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|   | 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                  principals;                                                                     |
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|   | 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 annual report based on such evaluation;                  and                                                                                                                                                                              |
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|   | d)                   Disclosed in this report any changes 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 |
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| 5.     | The                  small business issuer’s other certifying officer and I have                  disclosed, based on our 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):                                                                                                                                                                       |
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|   | 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                                                                                                                                                                                                                |
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|   | 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.                                                                                                                                                                                                                                                                                                                                      |