ADDISON-DAVIS DIAGNOSTICS, INC.

                                  EXHIBIT 31.1

                    CERTIFICATION OF CHIEF EXECUTIVE OFFICER
                      AND CHIEF FINANCIAL OFFICER PURSUANT
                         TO SARBANES-OXLEY SECTION 302

I, Edward W. Withrow III, Chief Executive Officer and Chief Executive Officer of
Addison-Davis Diagnostics, Inc. (the "Company"), certify that:

I have reviewed this Annual Report on Form 10-KSB of Addison-Davis Diagnostics,
Inc.

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.

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 Company as of, and for,
the periods, presented in the report.

The Company's other certifying officer and I are responsible for establishing
and maintaining disclosure controls and procedures (as defined in Exchange Act
Rules 13a-15(e) and 15d-15(e)) for the Company 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 Company, including its consolidated
subsidiaries, is made known to me by others within those entities, particularly
during the period in which the periodic report is being prepared; and

(b) evaluated the effectiveness of the Company'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 Annual Report based on such evaluation; and

(c) disclosed in this Annual Report any change in the Company's internal control
over financial reporting that occurred during the Company's most recent fiscal
quarter (the Company's fourth fiscal quarter in the case of an annual report)
that has materially affected, or is reasonably likely to materially affect, the
Company's internal control over financial reporting; and

The Company's other certifying officer and I have disclosed, based on our most
recent evaluation of internal control over financial reporting, to the Company's
auditors and to the audit committee of the board of directors (or persons
performing the equivalent function):

(i) 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 Company's ability to record, process, summarize
and report financial information; and

(ii) any fraud, whether or not material, that involves management or other
employees who have a significant role in the Company's internal control over
financial reporting.



                                      Dated: September 30, 2005



                                      /s/ Edward W. Withrow III
                                      --------------------------------------
                                      Edward W. Withrow III
                                      Chief Executive Officer