CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
             PURSUANT TO EXCHANGE ACT RULES 13a-14(a) AND 15d-14(a)
                 (Section 302 of the Sarbanes Oxley Act of 2002)

I, Steve Warner, certify that:

1.   I have reviewed this  quarterly  report on Form 10-Q/A of Gulfstar  Energy,
     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  issuer as of, and for,  the periods  presented in this
     report;

4.   As registrant's  certifying  officer 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)) 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 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.  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 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

     d.   Disclosed  in  this  report  any  change  in the  registrant  issuer's
          internal  control over financial  reporting  that occurred  during the
          registrant   issuer's  most  recent  fiscal  quarter  (the  registrant
          issuer's  4th  quarter  in the  case of an  annual  report)  that  has
          materially affected, or is reasonably likely to materially affect, the
          registrant issuer's internal control over financial reporting; and

5.   As the registrant issuer's  certifying officer, I have disclosed,  based on
     our most recent evaluation of internal control over financial reporting, to
     the registrant  issuer's auditors and the audit committee of the registrant
     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 registrant  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  issuer's
          internal control over financial reporting.

Date:  May 11, 2011

  By:      /s/ Stephen Warner
         ---------------------------
         Stephen Warner
         Chief Financial Officer