CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002



In  connection  with  the  Quarterly  Report of Cal-Bay International, Inc. (the
"Company")  on Form 10-QSB for the quarterly period ended June 30, 2004 as filed
with  the  Securities and Exchange Commission on the date hereof (the "Report"),
I,  Charles A. Prebay, Chief Financial Officer of the Company, certify, pursuant
to  18  U.S.C.  section  1350,  as  adopted  pursuant  to  section  906  of  the
Sarbanes-Oxley  Act  of  2002,  that  to  the  best  of  my  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  result of operations of the
Company.




                              /s/Charles  A.  Prebay
                              -------------------------
Date:  August  11,2004        Charles  A.  Prebay
                              Chief  Financial  Officer