United eSystems 8-K/A Statements of Income and Retained Earnings

Exhibit 99.3

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

INDEX

	Page No.
Unaudited  Pro Forma Condensed Combined Statement of Operations for the Year Ended December 31, 2007	2
Unaudited Pro Forma Condensed Combined Balance Sheet as of June 30, 2008	3
Unaudited Pro Forma Condensed Combined Statement of Operations for the Six Months Ended June 30, 2008	4
Notes to Unaudited Pro Forma Condensed Combined Financial Statements	5 – 6

1

UNITED ESYSTEMS, INC. AND NETCOM DATA SOUTHERN CORP.

UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF

OPERATIONS FOR THE YEAR ENDED DECEMBER 31, 2007

		United eSystems, Inc.			Netcom Data Southern Corp.			Pro Forma Adjustments				Pro Forma Combined
REVENUES
ACH Processing	$	1,087,121		$			$				$	1,087,121
Verification Services		64,001										64,001
Commissions		30,651			1,539,741			(335,243	)	(a)		1,235,149
Total Revenues		1,181,773			1,539,741			(335,243	)			2,386,271
COST OF REVENUES		705,398			537,226			(335,243	)	(a)		907,381
Gross Profit		476,375			1,002,515			--				1,478,890
EXPENSES
Operating Expenses
Personnel Costs		126,720										126,720
Travel		17,007			147,276							164,283
Other		120,434			280,363							400,797
Total Operating Expenses		264,161			427,639							691,800
Selling, General and Administrative Expenses
Personnel Costs		87,070			246,562							333,632
Legal and Accounting		48,143			21,627							69,770
Marketing		36,200			39,790							75,990
Other		8,116			177,191			343,000		(b)		528,307
Total Selling, General and Administrative Expenses		179,529			485,170			343,000				664,699
Total Expenses		443,690			912,809			343,000				1,699,499
INCOME FROM OPERATIONS		32,685			89,706			(343,000	)			(220,609	)
OTHER INCOME (EXPENSE)
Interest Expense		(8,065	)					(149,600	)	(c)		(157,665	)
Other Expense		(14,500	)									(14,500	)
Loss on Disposal of Assets					(36,916	)						(36,916	)
Total Other Expense		(22,565	)		(36,916	)		(149,600	)			(209,081	)
NET INCOME BEFORE INCOME TAXES		10,120			52,790			(492,600	)			(429,690	)
INCOME TAX EXPENSE		2,120						--				2,120
NET INCOME	$	8,000		$	52,790		$	(492,600	)		$	(431,810	)
Pro Forma Basic earnings per share	$			$			$				$	(.02	)
Shares used in Pro Forma Basic earnings per share												26,091,667

The accompanying notes are an integral part of these pro forma financial statements.

2

UNITED ESYSTEMS, INC. AND NETCOM DATA SOUTHERN CORP.

UNAUDITED PRO FORMA CONDENSED COMBINED BALANCE SHEET

JUNE 30, 2008

		United eSystems, Inc.		Netcom Data Southern Corp.		Pro Forma Adjustments				Pro Forma Combined
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents	$	274,463	$	63,270	$	(320,000	)	(d)	$	17,733
Restricted Cash		448,868								448,868
Trade Receivables, net		98,127		92,429		(24,380	)	(e)		166,176
Escrow Account				31,016						31,016
Due from related parties				21,306						21,306
Prepaid Expenses		17,829								17,829
Total Current Assets		839,287		208,021		(344,380	)			702,928
PROPERTY AND EQUIPMENT, NET		52,725		25,345						78,070
OTHER ASSETS
Intangible Asset						3,430,000		(f)		3,430,000
Deposits		80,542								80,542
Total Assets	$	972,554	$	233,366	$	3,085,620			$	4,291,540
LIABILITIES AND STOCKHOLDER’S EQUITY
CURRENT LIABILITIES
ACH Settlements Payable	$	400,780	$		$				$	400,780
Notes Payable		70,000								70,000
Accounts Payable and Accrued Liabilities		35,295		100,449		(24,380	)	(e)		111,364
Escrow Account Liability				30,780						30,780
Customers’ Deposits		48,087								48,087
Total Current Liabilities		554,162		131,229		(24,380	)			661,011
LONG TERM LIABILITIES
Notes Payable						2,720,000		(g)		2,720,000
Total Liabilities		554,162		131,229		2,695,620				3,381,011
STOCKHOLDERS' EQUITY
Common Stock		18,292		500		7,300		(h,i)		26,092
Additional Paid-In Capital		49,440				484,337		(h,i)		533,777
Retained Earnings		350,660		101,637		(101,637	)	(i)		350,660
Total Stockholders' Equity		418,392		102,137		390,000				910,529
Total Liabilities and Stockholders' Equity	$	972,554	$	233,366	$	3,085,620			$	4,291,540

The accompanying notes are an integral part of these pro forma financial statements.

3

UNITED ESYSTEMS, INC. AND NETCOM DATA SOUTHERN CORP.

UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF

OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2008

		United eSystems, Inc.			Netcom Data Southern Corp.		Pro Forma Adjustments				Pro Forma Combined
Revenues	$	575,499		$	669,771	$	(118,419	)	(a)	$	1,156,851
Cost of Revenues		303,150			187,886		(118,419	)	(a)		372,617
Gross Profit		272,349			481,885		--				754,234
Expenses:
Operating
Personnel Costs		61,392									61,392
Travel		14,214			13,386						27,600
Other		54,384			102,249						156,633
Total Operating Expenses		129,990			115,635						245,625
Selling, General and Administrative
Personnel Costs		35,481			107,782						143,263
Legal and Accounting		35,837			18,680						54,517
Marketing		19,150			43,939						63,089
Consulting		32,500									32,500
Other		4,221			181,084		171,000		(b)		356,305
Total Selling, General and Administrative		127,189			351,485		171,000				649,674
Total Expenses		257,179			467,120		171,000				895,299
Income from Operations	$	15,170		$	14,765	$	(171,000	)		$	(141,065	)
Other Income (Expense)
Interest Expense		(3,536	)				(120,650	)	(c)		(3,536	)
Net Income Before Income Taxes		11,634			14,765		(291,650	)			(265,251	)
Income Tax Expense		2,514					--				2,514
Net Income	$	9,120		$	14,765	$	(291,650	)		$	(267,765	)
Pro Forma Basic earnings per share	$			$		$				$	(.01	)
Shares used in Pro Forma Basic earnings per share											26,091,667

The accompanying notes are an integral part of these pro forma financial statements.

4

UNITED ESYSTEMS, INC. AND NETCOM DATA SOUTHERN CORP.

NOTES TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

JUNE 30, 2008 AND DECEMBER 31, 2007

NOTE A – NATURE OF TRANSACTION

On August 22, 2008, United eSystems, Inc. (“eSystems”, “Company”) entered into a Stock Purchase Agreement (“Agreement”) with Netcom Data Southern Corp. (“NDS”), in which eSystems acquired all of the common stock of NDS.  The transaction was reported on Form 8K on August 28, 2008, and the details of the transaction together with agreement between eSystems and NDS are included therein.

The Company entered into the transaction as means to diversify its electronic payments business.  Prior to the transaction, the majority of the Company’s revenue was derived from providing ACH payment services for business merchants.  Upon completion of the transaction, the Company’s gross revenues are now approximately 45% from its ACH payments business and 55% from credit card merchant processing services which are provided through contracts that NDS has with several banks in the United States.  The Board of Directors and management believe that the acquisition of NDS provides the opportunity to improve operating results and the possibility of creating future value.

Pursuant to the Agreement, the Company acquired all of the outstanding stock of NDS in exchange for $320,000 cash at closing, an unsecured promissory note payable of $2,720,000, and 7,800,000 shares of the Company’s restricted common stock which had an estimated fair value at the date of the acquisition of $.05 per share.  As a result of the transaction, all of the Company’s sales and marketing activities, as well as all of the customer service duties to manage the credit card merchant accounts of NDS will be conducted through NDS, which is now the wholly owned subsidiary of the Company.  A summary of the purchase price is as follows:

Cash paid to stockholder of NDS	$	320,000
Promissory note issued to stockholder of NDS		2,720,000
Fair value of 7,800,000 shares of stock issued		390,000
Total purchase price	$	3,430,000

The preliminary allocation of the NDS purchase price to the tangible and identifiable intangible assets acquired and liabilities assumed are based on eSystems estimate of fair values and remaining economic lives as of the acquisition date and are summarized below:

Tangible assets acquired and liabilities assumed
Cash	$	33,219
Accounts receivable		144,752
Property and equipment		14,503
Accounts payable and other current liabilities		(130,070	)
Net tangible assets acquired		62,404
Identifiable intangibles
Customer relationships and contracts		3,367,596
Total purchase price	$	3,430,000

The value allocated to customer relationships and contracts created as a result of the acquisition of NDS will be amortized over its estimated useful life of ten years.

5

NOTE B - BASIS OF PRESENTATION

The accompanying unaudited pro forma condensed combined statement of operations for the year ended December 31, 2007, and the six-month period ended June 30, 2008, are presented as if the acquisition by eSystems of NDS had occurred on January 1, 2007.  The accompanying unaudited pro forma condensed combined statements of operations for the year ended December 31, 2007, were derived from the historical audited statements of operations for the year ended December 31, 2007 for eSystems and NDS.  The accompanying unaudited pro forma condensed combined statements of operations for the six-month period ended June 30, 2008, were derived from eSystems’ historical unaudited statement of operations for the six-month period ended June 30, 2008, and NDS’s unaudited historical statement of operations for the six-month period ended June 30, 2008.

The accompanying unaudited pro forma condensed combined balance sheet at June 30, 2008, is presented as if the acquisition of NDS had occurred on June 30, 2008.  The accompanying unaudited pro forma condensed combined balance sheets were derived from eSystems’ historical unaudited balance sheet as of June 30, 2008, and NDS’s unaudited historical balance sheet as of June 30, 2008.

The unaudited pro forma adjustments related to the purchase price allocation and certain adjustments are preliminary and are based on eSystems’ estimate of fair values and remaining economic lives as of the acquisition date.  The purchase price allocation is subject to revisions within 12 months from the date of acquisition.  Accordingly, these unaudited pro forma adjustments are preliminary and have been made solely for the purpose of providing pro forma condensed combined financial statements.  Any revisions to the purchase price allocation are not expected to have a material impact on the statement of operations.  The unaudited pro forma adjustments include adjustments related to the amortization of acquired intangible assets.

These Statements should be read in conjunction with the audited and unaudited interim financial statements and related notes for eSystems and NDS contained elsewhere.

NOTE C — UNAUDITED PRO FORMA ADJUSTMENTS

The unaudited pro forma adjustments to the unaudited pro forma condensed combined statements of operations and pro forma condensed combined balance sheet have been prepared to reflect the following:

(a)   Transactions occurring between eSystems and NDS during the year ended December 31, 2007 and the six-month period ended June 30, 2008 have been eliminated.

(b)   To record amortization expense based on the fair value of the acquired identifiable intangible asset at the time of the acquisition based on the estimated useful life of 10 years (120 months).

(c)   To record interest expense associated with the note issued to the stockholder of NDS

(d)   To record the cash portion of the acquisition consideration paid to the stockholder of NDS.

(e)   To eliminate the amounts due to and from the entities at June 30, 2008.

(f)   To record the preliminary estimate of fair value of NDS’s identifiable intangible asset.   The pro forma amount differs from the amount shown in Note A as a result of different tangible net asset balances at June 30, 2008 (the date of the unaudited pro forma condensed combined balance sheet) and August 22, 2008 (the date of acquisition).

(g)   To record the note issued to the stockholder of NDS as part of the acquisition.

(h)   To record the impact of the 7,800,000 shares of eSystems stock with an estimated fair value of $.05 per share issued to the stockholder of NDS as part of the acquisition.

(i)   To eliminate the capital structure of NDS, which was extinguished as part of the acquisition.To eliminate the capital structure of NDS, which was extinguished as part of the acquisition.

6