EXHIBIT 31

   CERTIFICATION OF JOSEPH R. ROZELLE, CHIEF EXECUTIVE OFFICER AND
    PRINCIPAL FINANCIAL OFFICER, PURSUANT TO RULE 13a-14(a) UNDER
               THE SECURITIES EXCHANGE ACT OF 1934

       I, Joseph R. Rozelle, certify that:

       1.  I have reviewed this Quarterly Report on Form 10-Q of Pan
Asian Corporation;

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

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

November 14, 2007

                                        /s/    JOSEPH R. ROZELLE
                                        --------------------------------
                                        Joseph R. Rozelle
                                        Principal Executive Officer
                                        and Principal Financial Officer