Exhibit 99.3

UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION:

The following selected Unaudited Pro Forma Financial Information is based on the historical financial statements of Genesis Fluid Solutions, Inc. (“Genesis”) and Cherry Tankers, Inc. (“CT”) and has been prepared to illustrate the effect of Genesis’s acquisition of CT. The Unaudited Pro Forma Financial Information has been prepared treating the transaction as a recapitalization of Genesis. CT reports its financial results on a financial year ending December 31. The financial statements of CT included in the following unaudited pro forma financial information are based on the audited statements of CT for the twelve months ended December 31, 2008 and the unaudited six months ended June 30, 2009. The pro forma balance sheet gives effect to the acquisition of CT as if it occurred on December 31, 2008 and June 30, 2009. The pro forma statements of operations give effect to the acquisition of CT as if it occurred on January 1, 2008 and January 1, 2009.

Because the selected unaudited pro forma combined financial information is based upon CT’s financial position and operating results during periods when CT was not under the control, influence or management of Genesis, the information presented may not be indicative of the results that would have actually occurred had the transaction been completed at, and for the twelve months ended, December 31, 2008 or at, and for the six months ended, June 30, 2009, as appropriate, nor is it indicative of future financial or operating results of the combined entity.

Genesis Fluid Solutions Holdings, Inc.

Index to Unaudited Pro Forma Combined Financial Statements

Description		Page
Unaudited Balance Sheet as of December 31, 2008			3
Unaudited Balance Sheet as of June 30, 2009			4
Unaudited Statements of Operations for the Twelve Months Ended December 31, 2008			5
Unaudited Statements of Operations for the Six Months Ended June 30, 2009			6
Significant Notes and Assumptions to the Pro Forma Financial Statements			7

GENESIS FLUID SOLUTIONS HOLDINGS, INC.

Unaudited Pro Forma Combined Balance Sheet as of December 31, 2008

														Genesis
		Genesis Historical								Pro Forma				Consolidated Pro
		Audited				CT Historical Audited				Adjustments				Forma
ASSETS
Current Assets:
Cash and cash equivalents		$	9,076			$	377			$	—			$	9,453
Accounts receivable, other			60,468				—				—				60,468
Total Current Assets			69,544				377				—				69,921
Fixed Assets, net			844,999				—				—				844,999
Patents, net			54,492				—				—				54,492
Patents, pending			98,097				—				—				98,097
Other non-current assets			2,334				—				—				2,334
Total Assets			1,069,466				377				—				1,069,843
LIABILITIES AND SHAREHOLDERS’ (DEFICIT)
Current Liabilities
Current portion of convertible and non-convertible notes and loans			992,723				—				—				992,723
Current portion of capital lease obligations			143,428				—				—				143,428
Trade accounts payable			110,524				2,439				—				112,963
Accrued and other liabilities			771,540				8,910				—				780,450
Due to related parties			50,819				1,851				—				52,670
Customer deposits			215,000				—				—				215,000
Total Current Liabilities			2,351,368				13,200				—				2,364,568
Long Term Debt, Less current portion
Notes payable			84,666				—				—				84,666
Capital lease obligations			117,822				—				—				117,822
Total long term debt			202,488				—				—				202,488
Total Liabilities			2,553,856				13,200				—				2,567,056
Stockholders’ (Deficit)
Common stock			2,496,609				1,370				(2,497,764	)			215
Additional paid in capital			—				274,688				2,208,883				2,483,571
Accumulated other comprehensive (loss)			(10,867	)			—				—				(10,867	)
Accumulated deficit			(3,970,132	)			(288,881	)			288,881				(3,970,132	)
Total Shareholders’ (Deficit)			(1,484,390	)			(12,823	)			—				(1,497,213	)
Total Liabilities and Shareholders’ (Deficit)		$	1,069,466			$	377				—			$	1,069,843

GENESIS FLUID SOLUTIONS HOLDINGS, INC.

Unaudited Pro Forma Combined Balance Sheet as of June 30, 2009

														Genesis
		Genesis Historical				CT Historical				Pro Forma				Consolidated Pro
		Audited				Audited				Adjustments				Forma
ASSETS
Current Assets:
Cash and cash equivalents		$	334,400			$	4,939			$	—			$	339,339
Inventory — work in progress			12,061				—				—				12,061
Total Current Assets			345,461				4,939				—				350,400
Fixed assets, net			781,029				—				—				781,029
Patents, net			52,285				—				—				52,285
Patents pending			107,356				—				—				107,356
Debt issuance costs, net			333				—				—				333
Total Assets			1,286,464				4,939				—				1,291,403
LIABILITIES AND SHAREHOLDERS’ (DEFICIT)
Current Liabilities
Current portion of convertible and non-convertible notes and loans			945,269				—				—				945,269
Current portion of capital lease obligations			148,473				—				—				148,473
Trade accounts payable			271,460				4,349				—				275,809
Accrued and other liabilities			882,150				4,000				—				886,150
Due to related parties			28,300				29,759				—				58,059
Customer deposit			215,000				—				—				215,000
Total Current Liabilities			2,490,652				38,108				—				2,528,760
Long Term Debt, Less current portion
Notes payable			84,666				—				—				84,666
Capital lease obligations			24,892				—				—				24,892
Total long term debt			109,558				—				—				109,558
Total Liabilities			2,600,210				38,108				—				2,638,318
Stockholders’ (Deficit)
Common Stock			3,647,361				1,370				(3,648,516	)			215
Additional Paid in Capital			—				274,688				3,339,239				3,613,927
Accumulated other comprehensive (loss)			(12,210	)			—				—				(12,210	)
Accumulated Deficit			(4,948,897	)			(309,227	)			309,277				(4,948,847	)
Total Shareholders’ (Deficit)			(1,313,746	)			(33,169	)			—				(1,346,915	)
Total Liabilities and Shareholders’ (Deficit)		$	1,286,464			$	4,939				—			$	1,291,403

GENESIS FLUID SOLUTIONS HOLDINGS, INC.

Unaudited Pro Forma Combined Statements of Operations for the Twelve Months Ended December 31, 2008

		Genesis Historical				CT Historical				PRO FORMA				Genesis
		Audited				Audited				ADJUSTMENTS				PRO FORMA
Net revenues		$	35,097			$	—			$	—			$	35,097
Cost of revenues			393,683				—				—				393,683
Gross (Deficit)			(358,586	)			—				—				(358,586	)
Expenses:
Sales and marketing			63,993				—				—				63,993
General and administrative			522,790				218,903				—				741,693
Research and development			2,011				—				—				2,011
Provision for impairment in the carrying value of equipment			124,630				—				—				(124,630	)
Total Expenses			713,424				218,903				—				932,327
(Loss) from Operating			(1,072,010	)			(218,903	)			—				(1,290,913	)
Other Income and (Expense):
Interest and other income			10,103				—				—				10,103
Interest expense			(332,219	)			—				—				(332,219	)
Loss on disposal			(174,125	)			—				—				(174,125	)
Total Other Income/(Expense)			(496,241	)			—				—				(496,241	)
Net (Loss)			($1,568,251	)			($218,903	)			—				($1,787,154	)
(Loss) per common share — basic and diluted			($1.57	)			($0.02	)							($0.17	)
Shares used in computing earnings (loss) per share			1,000,000				13,705,000								10,631,000

GENESIS FLUID SOLUTIONS HOLDINGS, INC.

Unaudited Pro Forma Combined Statements of Operations for the Six Months Ended June 30, 2009

						CT				PRO FORMA				Genesis
		Genesis Historical				Historical				ADJUSTMENTS				PRO FORMA
Net revenues		$	—			$	—			$	—			$	—
Cost of revenues			75,571				—				—				75,571
Gross (Deficit)			(75,571	)			—				—				(75,571	)
Expenses:
Sales and marketing			23,929				—				—				23,929
General and administrative			616,328				20,346				—				636,674
Research and development			—				—				—				—
Total Operating Expenses			640,257				20,346				—				660,603
(Loss) from Operating			(715,828	)			(20,346	)			—				(736,174	)
Other Income (Expense):
Interest (expense)			(262,937	)			—				—				(262,937	)
Total Other Income/(Expense)			(262,937	)			—				—				(262,937	)
Net (Loss)			($978,765	)			($20,346	)		$	—				($999,111	)
(Loss) per common share — basic and diluted			($0.98	)			($0.00	)							($0.09	)
Shares used in computing loss per share			1,000,000				13,705,000								10,631,000

GENESIS FLUID SOLUTIONS HOLDINGS, INC.

SIGNIFICANT NOTES AND ASSUMPTIONS TO THE PRO FORMA FINANCIAL STATEMENTS

The unaudited pro forma balance sheets give effect to the following unaudited pro forma adjustments:

1.

Adjustment reflects the accounting for the effective assumption of CT’s liabilities in excess of assets as a capital transaction and to revise the par value of the post-transaction outstanding common stock.