---

|CERTIFICATION PURSUANT TO                    
|---------------------------------------------
|SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Mark Lana, of HS3 Technologies, Inc., certify that:

1.      I have reviewed this quarterly
report on Form 10-Q of HS3 Technologies, Inc.;

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

4.      The small business 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)) 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 our supervision, to ensure that
material information relating to the small business 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)     
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 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.      The small business issuer's
other certifying officer(s) 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):

(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 control over
financial reporting.

6.      The registrant's other
certifying officer(s) and I have indicated in this report whether or not there
were significant changes in internal controls or on 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.

|Dated: February 12, 2010                                  | 
|--------------------------------------------------------- | 
|                                                          | 
|                                                          | 
|/s/ Mark Lana                                             | 
|Mark Lana                                                 | 
|Chief Executive Officer and Director                      | 
|(Principal Executive Officer, Principal Financial Officer | 
|and Principal Accounting Officer)                         | 

---