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EXHIBIT 31 CERTIFICATION PURSUANT TO RULE 13A-14
OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Richard Francis, certify that: 1. I have reviewed this annual report on Form 10-KSB of XRG, Inc.; 2. Based on my knowledge, this annual 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 annual report; 3. Based on my knowledge, the financial statements, and other financial information included
in this annual 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 annual
report; 4. I am responsible for establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and: (a) other than as disclosed in Item 8A, I am in the process of designing such disclosure
controls and procedures 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 annual report is being prepared; (b) other than as disclosed in Item 8A, evaluated the effectiveness of the registrants
disclosure controls and procedures as of a date within 90 days prior to the filing date of this
annual report (the Evaluation Date); and (c) presented in this annual report our conclusions about the effectiveness of the disclosure
controls and procedures based on my evaluation as of the Evaluation Date; 5. I have disclosed, based on our most recent evaluation, to the registrants auditors and the
audit committee of registrants board of directors (or persons performing the equivalent function): (a) all significant deficiencies in the design or operation of internal controls which could
adversely affect the registrants ability to record, process, summarize and report financial data
and have identified for the registrants auditors any material weaknesses in internal controls; and (b) any fraud, whether or not material, that involves management or other employees who have a
significant role in the registrants internal controls; and 6. I have indicated in this annual 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 our most recent evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses. Date:
July 13, 2005. /s/ Richard FrancisRichard FrancisPresident, Chief Executive Officer andChief Financial Officer




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EXHIBIT 31 CERTIFICATION PURSUANT TO RULE 13A-14
OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Jay Ostrow, certify that: 1. I have reviewed this annual report on Form 10-KSB of XRG. Inc.; 2. Based on my knowledge, this annual report does not contain any untrue statement of a
material fact of 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 annual report; 3. Based on my knowledge, the financial statements, and other financial information included
in this annual 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 annual
report: 4. I an responsible for establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and: (a) other than as disclosed In Item 8A, I am in the process of designing such disclosure
controls and procedures 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 annual report is being prepared; (b) other than as disclosed in Item 8A, evaluated the effectiveness of the registrants
disclosure controls and procedures as of a date within 90 days prior to the filing date of this
annual report (the Evaluation Date); and (c) presented in this annual report our conclusions about the effectiveness of the
disclosure controls and procedures based on my evaluation as of the Evaluation Date; 5. I have disclosed, based on our most recent evaluation, to the registrants auditors and the
audit
committee of registrants board of directors (or persons performing the equivalent function): (a) all significant deficiencies in the design or operation of internal controls which could
adversely
affect the registrants ability to record, process, summarize and report financial data and
have Identified for the registrants
auditors any material weaknesses in internal controls: and (b) any fraud, whether or not material, that involves management or other employees who have a
significant role in the registrants internal controls; and 6. I have indicated in this annual 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
our most recent evaluation,
including any corrective actions with regard to significant deficiencies and material
weaknesses. Date: July 13, 2005. /s/ Jay OstrowJay Ostrow, ControllerPrincipal Accounting Officer