EXHIBIT 99.3

                                 [FORM OF PROXY]

                             UNIFORCE SERVICES, INC.

                    Proxy Solicited by the Board of Directors
                                       for
                         SPECIAL MEETING OF SHAREHOLDERS

                            ___________________, 1997

     KNOW  ALL MEN BY  THESE  PRESENTS,  that  the  undersigned  shareholder  of
UNIFORCE SERVICES,  INC. (the "Company") does hereby constitute and appoint JOHN
FANNING, ROSEMARY MANISCALCO and HARRY MACCARRONE or any of them (each with full
power of substitution of another for himself) as attorneys,  agents and proxies,
for and in the name, place and stead of the undersigned, and with all the powers
the undersigned would possess if personally present, to vote as instructed below
all of the  shares  of  Common  Stock of the  Company  that the  undersigned  is
entitled to vote at a Special  Meeting of Shareholders of the Company to be held
on   ______________________,   __,   1997   at   10:00   A.M.   local   time  at
___________________________________   ,  and  any  adjournment  or  adjournments
thereof, all as set forth in the Notice of Meeting and Proxy Statement.


               i.       APPROVAL AND ADOPTION OF MERGER  AGREEMENT AND MERGER OF
               UNIFORCE SERVICES, INC. AND COMFORCE COLUMBUS, INC.


            FOR ___                   AGAINST   ___               ABSTAIN  _____


               ii.      In their discretion,  the Proxies are authorized to vote
                        upon such other and  further  business  as may  properly
                        come before the meeting.

THE  SHARES  REPRESENTED  BY THIS  PROXY  WILL BE VOTED IN  ACCORDANCE  WITH THE
INSTRUCTIONS GIVEN. IF NO SUCH INSTRUCTIONS ARE GIVEN, THE SHARES REPRESENTED BY
THIS PROXY WILL BE VOTED FOR ITEM 1.



Signature_____________________________________       Date:______________________


Note:  Please sign  exactly as your name  appears  hereon,  and when  signing as
attorney, executor, administrator,  trustee or guardian, give your full title as
such.  If  signatory  is a  corporation,  sign the full  corporate  name by duly
authorized  officer.  If shares are held jointly,  each shareholder named should
sign.