| 1.       | I  have reviewed this  annual  report on  Form  10-K  of  Power      Sports Factory, Inc.;                                                                                                                                                                                                                                                                       |
|----------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 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)) and      internal control over financial reporting (as defined in Exchange Act      Rules 13a-15(f) and 15d-15(f)) or 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.                                                                                                                                                                                                                                                                                                                                                                                                                                                    | 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 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 |
|     |                                                                                                                                                                                                                                                                                                                                                                                                                                                  |   |
|     | d.                                                                                                                                                                                                                                                                                                                                                                                                                                                    | disclosed  in      this  report any change in the  registrant's internal      control  over   financial   reporting that      occurred during the registrant's most      recent  fiscal  quarter      (the  registrant's  fourth      quarter  in  the  case  of      an  annual  report)      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  my 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; |

| Date:   April  15,      2010 | /s/  Steve      Rubakh                                                             |   |
|-------------------------------------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|
|                                                  | Steve      Rubakh, Chief Financial Officer                                                                                                                                                                                                                                                                                                                                 |   |