Exhibit 2

Certification Pursuant to 18 U.S.C. Sec. 1350
(Section 906 of the Sarbanes-Oxley Act of 2002)

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      In  connection  with the  filing by  CADENCE  RESOURCES  CORPORATION  (the
"Company") of the Quarterly Report on Form 10-QSB for the period ending June 30,
2005 (the "Report"),  each of the undersigned  hereby  certifies  pursuant to 18
U.S.C.  Section 1350, as adopted  pursuant to Section 906 of the  Sarbanes-Oxley
Act of 2002, that, to his knowledge:

1.    the Report fully complies with the  requirements of Section 13(a) or 15(d)
      of the Securities Exchange Act of 1934; and

2.    the information  contained in the Report fairly presents,  in all material
      respects,  the  financial  condition  and  results  of  operations  of the
      Company.


                                       /s/ Howard Crosby
                                       Howard Crosby
                                       President and Chief Executive Officer


                                       /s/ John P. Ryan
                                       John P. Ryan
                                       Treasurer and Chief Financial Officer