CERTIFICATION PURSUANT TO SECTION 302 OF THE
                           SARBANES-OXLEY ACT OF 2002

I, Scott Duncan, certify that:

1.   I have  reviewed  this  annual  report on Form  10-KSB of Pangea  Petroleum
     Corporation;

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.   Pangea  Petroleum  Corporation's  other  certifying  officer(s)  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
     Pangea Petroleum Corporation 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 Pangea Petroleum  Corporation,
     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  Pangea   Petroleum   Corporation'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 Pangea  Petroleum  Corporation's
     internal  control over  financial  reporting  that  occurred  during Pangea
     Petroleum  Corporation's  most  recent  fiscal  year  that  has  materially
     affected,  or is reasonably likely to materially  affect,  Pangea Petroleum
     Corporation's internal control over financial reporting; and

5.   Pangea  Petroleum  Corporation's  other  certifying  officer(s)  and I have
     disclosed,  based on our most recent  evaluation  of internal  control over
     financial  reporting,   to  Pangea  Petroleum   Corporation's   independent
     registered  public  accounting  firm  and the  audit  committee  of  Pangea
     Petroleum  Corporation'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 Pangea  Petroleum  Corporation'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  Pangea  Petroleum
         Corporation's internal control over financial reporting.

Date: March 31, 2005

/s/ Scott Duncan
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Scott Duncan
Chief Financial Officer