**CERTIFICATION
      OF PRESIDENT AND CHIEF FINANCIAL OFFICER**


**PURSUANT
      TO THE SECURITIES EXCHANGE ACT OF 1934,**


**RULES
      13a-14 AND 15d-14**


**AS
      ADOPTED PURSUANT TO**


**SECTION
      302 OF THE SARBANES-OXLEY ACT OF 2002**





In
      connection with the Quarterly Report of Reed’s, Inc. (the “Company”) on Form
      10-QSB for the period ending June 30, 2005 as filed with the Securities and
      Exchange Commission on the date hereof (the “Report”), I, Christopher J. Reed,
      Chief Executive Officer, President and Chief Financial Officer of the Company,
      certify, pursuant to Rules 13a-14 and 15-d14 of the Securities Exchange Act
      of
      1934 (the “Exchange Act”), as adopted pursuant to §302 of the Sarbanes-Oxley Act
      of 2002, that:








1.
            I
                have reviewed this Report;








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
                Company,
                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 Company 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 Company, including any
      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 Company'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 Company’s internal control
      over financial reporting that occurred during the Company’s most recent fiscal
      quarter (the Company’s fourth fiscal quarter in the case of an annual report)
      that has materially affected, or is reasonably likely to materially affect,
      the
      Company’s internal control over financial reporting; and








5.
            I
                have disclosed, based on my evaluation of internal control over financial
                reporting, to the audit committee of the Company’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 Company'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 Company's internal control over
      financial reporting.











Christopher
      J. Reed,


Chief
      Executive Officer, President


Chief
      Financial Officer


December
      6, 2005