CERTIFICATION PURSUANT TO

                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002


I, Gary Brown, certify that:

1. I have reviewed this quarterly report of K2 Digital Inc. and its subsidiary;

2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary in order
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
quarterly report;

3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly report;

4. The registrant's other certifying officers 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)) and internal control over financial
reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f) for the
small business issuer and we have:

o designed such disclosure controls and procedures or caused such disclosure
controls and procedures to be designed under our supervisor, 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 the quarterly report is being prepared;

o 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 upon such evaluation; and

o disclosed in this report any change in the small business issuer's internal
control over financial reporting that occurred during its 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 officers and I have disclosed,
based on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors:

o all significant deficiencies in the design or operation of internal controls
which could adversely affect the registrant's ability to record, process,
summarize and report financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and

o any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and


DATE:  AUGUST 22, 2005                   By: /s/ Gary Brown
                                             -------------------------
                                             Gary Brown
                                             President (Chief Executive Officer)
                                             (Principal Financial and
                                                Accounting Officer)