----

**Exhibit 31.1**

**Certification Of The Chief Executive Officer And Chief  Financial Officer   Pursuant to Rule 13a-14 or 15d-14 of the Securities Exchange Act of 1934,   as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002**

 I, C. Robin Relph, certify that: 

| 1      | I have reviewed this Annual Report on Form 10-KSB/A of Garuda Capital      Corp.                                                                                                                                                                                                                                          |
|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                      |
| 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 15(d)-15(f)) 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      | 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 period covered      by the annual report that has materially affected, or is reasonably likely      to materially affect, the Registrant’s internal control over financial      reporting.                                                             |
|   |   |                                                                                                                                                                                                                                                                                                                                                                                               |

| 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.                                                                                                     |

 By:

/s/ C. Robin Relph             C. Robin Relph,  Chief Executive Officer and  Chief Financial Officer

December 9, 2005

----