EXHIBIT 32

                     CERTIFICATION OF DISCLOSURE PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


<PAGE>


EXHIBIT 32

                     CERTIFICATION OF DISCLOSURE PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of XsunX, Inc. Company (the "Company") on
Form 10-KSB for the fiscal year ended September 30, 2004 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"). I, Tom
Djokovich, Acting Chief Executive Officer, of the Company, certify, pursuant to
18 USC section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley
Act of 2002, that to the best of my knowledge and belief:

(1) I am the certifying Officer and I have reviewed the report being filed;

(2) Based on my knowledge, the 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 the report;

(3) Based on my knowledge, the financial statements, and other financial
information included in the report, fairly present in all material respects the
financial condition, results of operations and cash flows of the issuer, as of,
and for, the periods presented in the report.

(4) I and the other certifying officers are responsible for establishing and
maintaining disclosure controls and procedures (as such term is defined in
paragraph (c) of this section) for the issuer and have:

         i. Designed such disclosure controls and procedures to ensure that
material information relating to the issuer, including its consolidated
subsidiaries, is made know to them by others within those entities, particularly
during the period in which the periodic reports are being prepared;

         ii. Evaluated the effectiveness of the issuer's disclosure controls and
procedures as of a date within 90 days prior to the filing date of the report
("Evaluation Date"); and

         iii. Presented in the report their conclusions about the effectiveness
of the disclosure controls and procedures based on their evaluation as of Sept-
ember 30, 2004;

(5) I and the other certifying officers have disclosed, based on their most
recent evaluation, to the issuer's auditors and the audit committee of the Board
of Directors (or persons fulfilling the equivalent function);

         i. All significant deficiencies in the design or operation of internal
controls which could adversely affect the issuer's ability to record, process,
summarize and report financial data and have identified for the issuer's
auditors any material weaknesses in internal controls; and ii. Any fraud,
whether or not material, that involves management or other employees who have a
significant role in the issuer's internal controls; and

(6) I and the other certifying officers have indicated in the report whether or
not there were significant changes in internal controls or in other factors that
could significantly affect internal controls subsequent to the date of their
most recent evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.


Dated: January 18, 2005             Officer: Acting CFO

                                    Name: Tom Djokovich
                                          /s/ Tom Djokovich
                                          -----------------------------
                                    Position: Acting CFO and President