**BANX
        AND GREEN GROUP, INC.**
 **Notes
        to Condensed Financial Statements**
 
 EXHIBIT
        31.1
  **CERTIFICATIONS**
 
 **Section
        302**
  I,
        Steve
        Lane, certify that:
 
 1.
        I have
        reviewed this quarterly report on Form 10-Q of Banx and Green Group, 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 financial information
        included in this quarterly report, fairly present in all material respects
        the
        financial condition, results of operations and cash flows of the registrant
        as
        of, and for, the periods presented in this quarterly report;
 
 4.
        The
        small business issuer’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 15(d)- 15(e)) and internal control over
        financial reporting (as defined in Exchange Act Rules 13(a)-15(f) and
        15(d)-15(f)) 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 quarterly 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 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
  d.
        Disclosed in this 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 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 officers 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 small business
        issuer's board of directors (or persons performing the equivalent functions):
  
  **BANX
        AND GREEN GROUP, INC.**
 **Notes
        to Condensed Financial Statements**
 
 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.
 
 /s/
                  STEVE LANE
              
              President,
                  Chief Financial Officer and DirectorSteve
                  Lane
              
              November
                  19, 2008