Exhibit 31.1
ODYSSEY PICTURES CORPORATION
OFFICER'S CERTIFICATE PURSUANT
TO SECTION 302
I, John Foster, the Chief Executive
Officer and Chief Financial Officer of Odyssey Pictures Corporation, certify that:
1. | | I have reviewed this Form 10-K of Odyssey Pictures 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 small business
issuer as of, and for, the periods presented in this report; |
4. | | The small business issuer'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)) 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 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 small business 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 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 on
such evaluation; and |
(d) | | Disclosed in this report any change in the small business
issuer's internal control over financial reporting that occurred during the small business issuer's 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 officer(s)
and I have disclosed, based on our most recent evaluation of internal control over financial
reporting, to the small business issuer's auditors and the audit committee of the small business 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 small business 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 small business issuer's internal control over financial reporting. |
Date: October 15, 2012 |
Odyssey Pictures Corporation |
|
By |
/s/ John W. Foster |
|
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Name: John W. Foster Title: CEO Chairman and President |