EXHIBIT 31.1

                            CERTIFICATION PURSUANT TO
                      SECTION 302 OF THE SARBANES-OXLEY ACT


        I, Jim McCullough, certify that:

1.       I have  reviewed  this annual  report on Form 10-KSB of Mac  Filmworks,
         Inc. (the "registrant);

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 registrant 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 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 report is being prepared;

         b.   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,  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  registrant's  internal
              control  over  financial   reporting  that  occurred   during  the
              registrant's  fourth fiscal quarter that has materially  affected,
              or is reasonably  likely to materially  affect,  the  registrant's
              internal control over financial reporting; and

5.       I have  disclosed,  based on our most  recent  evaluation  of  internal
         control over financial reporting,  to the registrant's auditors and the
         audit  committee of the  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.


/s/ JIM MCCULLOUGH
Jim McCullough
Chief Executive Officer and Chief Financial Officer

Date:  April 15, 2005