EXHIBIT 32

CERTIFICATIONS OF JOSEPH R. ROZELLE, PRINCIPAL EXECUTIVE OFFICER AND
PRINCIPAL FINANCIAL OFFICER, PURSUANT TO 18 U.S.C. SECTION 1350

       In connection with the Quarterly Report on Form 10-Q of Pan
Asian Corporation. (the "Company") for the period ended December
31, 2006, as filed with the Securities and Exchange Commission on the
date hereof (the "Report"), I, the undersigned officer of the Company,
certifies, 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) 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.


Date:  February 14, 2007                 /s/ JOSEPH R. ROZELLE
                                         ------------------------------
                                         JOSEPH R. ROZELLE
                                         Principal Executive Officer
                                         and Principal Financial Officer


The foregoing certification is being furnished as an exhibit to the
Form 10-Q pursuant to Item 601(b)(32) of Regulation S-K and Section
906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of
Section 1350, Chapter 63 of Title 18, United States Code) and,
accordingly, is not being filed as part of the Form 10-Q for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended, and
is not incorporated by reference into any filings of the Company,
whether made before or after the date hereof, regardless of any
general incorporation language in such filing.