EXHIBIT 31


    CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER
           PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Geoffrey Alison, certify that:

  1.    I have reviewed this Quarterly Report on Form 10-QSB of Castle & Morgan
        Holdings, 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.    The small business issuer's other certifying officer(s) and I are
        establishing and maintaining disclosure controls and procedures (as
        defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the small
        business issuer 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 small business
        issuer, 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)    Evaluated the effectiveness of the small business issuer'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

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

  5.    The small business issuer's other certifying officer(s) and I have
        disclosed, based on our most recent evaluation of internal control over
        financial reporting, to the small business issuer's auditors and the
        audit committee of the small business issuer'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 small business issuer'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.


                                        /S/ Geoffrey Alison
                                        --------------------
                                        Geoffrey Alison, Chief
                                        Executive Officer and
                                        Principal Financial Officer

                                        Date:  November 10, 2005