Fearless International (FRLE) 8-K Entry into a Material Definitive Agreement

EX-99.3

Exhibit 99.3

Introduction to Unaudited Pro Forma Consolidated Financial Statements

The following unaudited pro forma consolidated financial statements reflect adjustments to the New Era Marketing, Inc. historical statements of operations, for the six months ended September 30, 2006 and the year ended March 31, 2006 to give effect to the reverse merger with Fearless Yachts, LLC on December 6, 2006 as if the transaction took place on April 1, 2005. Fearless Yachts, LLC is treated as the accounting acquirer. The unaudited pro forma consolidated statements of income are not necessarily indicative of what the actual results of operations of New Era Marketing, Inc and Fearless Yachts, LLC would have been assuming the transaction had been completed as set forth above, nor do they purport to represent New Era Marketing, Inc.’s results of operations for future periods.

The following unaudited pro forma consolidated balance sheets reflect adjustments to New Era Marketing, Inc’s historical balance sheet at September 30, 2006 and March 30, 2006 to give effect to this reverse merger.

The unaudited pro forma consolidated financial statements should be read in conjunction with the historical financial statements and related notes of Fearless Yachts, LLC which are included in this form 8-K and the historical financial statements of New Era marketing, Inc. which are included with its filings to the SEC.

New Era Marketing, Inc.
Unaudited Proforma Condensed Consolidated Balance Sheet
March 31, 2006

											Consolidated
	New Era			Fearless			Proforma Adjustments				Balance
	Marketing, Inc			Yachts, LLC			Amount			Explanation	Sheet
ASSETS
Current Assets
Cash	$	42,135			200,380		$	(42,135	)	a		200,380
Funds in escrow		12,199			-			(12,199	)	a		-
Due from members					1,800							1,800
Total Current Assets		54,334			202,180			(54,334	)			202,180
Fixed Assets
Boat Design					403,021							403,021
Marination Kit for Engines					265,000							265,000
Boat 28' Tooling					71,760							71,760
Total Fixed Assets					739,781							739,781
TOTAL ASSETS	$	54,334		$	941,961		$	(54,334	)		$	941,961
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable and accrued expenses	$	-		$	-		$	-			$	-
Note payable managing member					914,203							914,203
Bridge loans payable (Note 8)					200,000							200,000
Total Current Liabilities					1,114,203							1,114,203
Commitments and contingencies (Note 7)
Stockholders' Equity
Preferred stock: $0.001 par value,
5,000,000 shares authorized: no shares issued and outstanding
Common stock: $0.001 par value, 840,000,000 shares authorized:		39,000						27,000		b
39,000,000 issued								(8,900	)	e		57,100
Additional Paid in Capital		48,800						(95,900	)	a, c		(47,100	)
Members' Equity					10,000			(10,000	)	e		-
Retained Earnings (Deficit)		(33,466	)		(182,242	)		33,466		a		(182,242	)
Total Stockholders' Equity		54,334			(172,242	)		(54,334	)			(172,242	)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	54,334		$	941,961		$	(54,334	)		$	941,961

The accompanying notes are an integral part of the financial statements.

New Era Marketing, Inc.
Unaudited Proforma Condensed Consolidated Balance Sheet
September 30, 2006

											Consolidated
	New Era			Fearless			Proforma Adjustments				Balance
	Marketing, Inc			Yachts, LLC			Amount			Explanation	Sheet
ASSETS
Current Assets
Cash	$	1,225			76,340		$	(1,225.00	)	a		76,340
Funds in escrow		12,199			-			(12,199	)	a		-
Due from members					3,600							3,600
Total Current Assets		13,424			79,940			(13,424	)			79,940
Fixed Assets
Boat Design					711,546							711,546
Marination Kit for Engines					265,000							265,000
Boat 28' Tooling					300,000							300,000
Total Fixed Assets					1,276,546							1,276,546
TOTAL ASSETS	$	13,424		$	1,356,486		$	(13,424	)		$	1,356,486
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable and accrued expenses	$	-		$	166,559		$	(31,006	)	c, d	$	135,553
Note payable managing member					-							-
Bridge loans payable (Note 8)					930,707			326,914		d		1,257,621
Total Current Liabilities					1,097,266			295,908				1,393,174
Commitments and contingencies (Note 7)
Stockholders' Equity
Preferred stock: $0.001 par value,
5,000,000 shares authorized: no shares issued and outstanding
Common stock: $0.001 par value, 840,000,000 shares authorized:		39,000						(8,900	)	b
39,000,000 outstanding								27,000		e		57,100
Additional Paid in Capital		48,800						546,064		b,		594,864
Members' Equity					900,924			(900,924	)	e		-
Retained Earnings (Deficit)		(74,376	)		(641,704	)		27,428		c, a		(688,652	)
Total Stockholders' Equity		13,424			259,220			(309,332	)			(36,688	)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	13,424		$	1,356,486		$	(13,424	)		$	1,356,486

The accompanying notes are an integral part of the financial statements.

New Era Marketing, Inc.
Unaudited Proforma Condensed Consolidated Statement of Operations
For Twelve Months Ended March 31, 2006

	New Era			Fearless			Proforma Adjustments
	Marketing, Inc			Yachts, LLC			Amount		Explanation	Proforma
Revenues	$	2,500		$	-		$	-		$	2,500
Expenses
Marketing		-			-			-			-
Promotions/Boat shows					73,517						73,517
Travel					38,779						38,779
Professional Fees					3,802						3,802
Salaries					-						-
Contract Labor					15,239						15,239
Other General & Administrative Expenses		35,966			2,343						38,309
Bridge Loan Fees					-						-
Interest Expense					-						-
Total Expenses		35,966			133,680			-			169,646
Net (loss)	$	(33,466	)	$	(133,680	)	$	-		$	(167,146	)
Basic (Loss) per Share	$	(0.02	)							$	(0.02	)
Weighted Average Number of Shares		1,704,545									1,704,545
Outstanding

The accompanying notes are an integral part of the financial statements.

New Era Marketing, Inc.
Unaudited Proforma Condensed Consolidated Statement of Operations
For Six Months Ended September 30, 2006

	New Era			Fearless			Proforma Adjustments
	Marketing, Inc			Yachts, LLC			Amount			Explanation	Proforma
Expenses
Marketing	$	-		$	79,050		$	-			$	79,050
Promotions/Boat shows					22,914							22,914
Travel					27,644							27,644
Professional Fees					74,322							74,322
Salaries					69,270							69,270
Contract Labor					27,005							27,005
Other General & Administrative Expenses		40,910			2,265							43,175
Bridge Loan Fees					125,987							125,987
Interest Expense					31,006			46,948		c		77,954
Total Expenses		40,910			459,463			46,948				547,321
Net (loss)	$	(40,910	)	$	(459,463	)	$	(46,948	)		$	(547,321	)
Basic (Loss) per Share	$	(0.01	)								$	(0.01	)
Weighted Average Number of Shares		3,250,000										3,250,000
Outstanding

The accompanying notes are an integral part of the financial statements.

New Era Marketing, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements

a:	Adjustment for assets not included in the merger
b:	Surrender and cancellation of 8,900,000 shares
c:	Record additional interest on notes per note holder agreement	$	46,948
d:	Exchange of new New Era Notes for Fearless Bridge Loans and	$	1,179,667
	accrued interest	$	77,954
e:	Issuance of common stock in exchange for Fearless' Members'
	Equity in acquisition