UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-KSB/A-3


(X)
            Annual
      report under section 13 or 15(d) of the Securities Act of
      1934.For
      the fiscal year ended December 31, 2007





(  )
            Transition
      report under section 13 or 15(d) of the Securities Act of
      1934.For
      the Transition period from _______ to ________.





Commission
file number:  000-49729





UHF
Incorporated


(Name of
small business issuer in its charter)








Michigan
            38-1740889(State
      or other jurisdiction of
            (I.R.S.
      Employerincorporation
      or organization)
            Identification
      Number)





60 Port
Perry Road


North
Versailles, PA  15137


(Address
and zip code of principal executive offices)





(412)
394-4039


(Issuer’s
phone number including area code)





Securities
to be registered pursuant to Section 12(b) of the Act:


None





Securities
registered or to be registered pursuant to Section 12(g) of the
Act:


Common
Stock, par value $.001 per share





Check
whether the issuer (1) has filed all reports required to be filed by Section 13
or 15(d) of the Securities and Exchange Act of 1934 during the past 12 months
(or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days.                                             
YesXNo___





Check if
there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B is contained in this form, and no disclosure will be contained,
to the best of registrant’s knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or any
amendment to this Form 10-KSB.  X





Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).





Yes  X;    No __





The
issuer’s revenues for its most recent fiscal year were $0.





The
aggregate market value of the voting stock, consisting solely of common stock,
held by non-affiliates of the issuer computed by reference to the closing price
of such stock was $325,739 as of February 27, 2008.





The
number of shares of the issuer’s common stock outstanding, as of February 27,
2008 was 9,493,254.





Transitional
Small Business Disclosure
Format:             Yes  X           No___





EPLANATORY
NOTE


UHF
Incorporated is filing this Amendment No. 3 on Form 10-KSB/A -3 to amend our
Annual Report on Form 10-KSB for the fiscal year ended December 31,
2007.





We are
filing this Amendment No. 3 to disclose management’s assessment of the
effectiveness of our disclosure control and procedures and internal control over
financial reporting procedures as of December 31, 2007.  The
assessment may be found in Part 1, Item 8A (T) contain elsewhere in this
Amendment.  Exhibit 31.1 has also been modified to disclose
management’s design of internal control over financial reporting as of December
31, 2007.  The modified Exhibit 31.1 may be found elsewhere in this
Amendment. We are also clarifying the ownership of the Company as set forth in
Part 1, Item10 contained elsewhere in this Amendment




PART
I


[Items 6
- 12 of Model B of Form 1-A]








ITEM
6.  DESCRIPTION OF BUSINESS.





UHF Incorporated (the “Company”) was
incorporated in Michigan on March 13, 1964 with the name State Die &
Manufacturing Company.  On March 1, 1971 its name was changed to State
Manufacturing, Inc., on April 1, 1981 its name was changed to State Die and
Engineering Inc., on July 19, 1984 its name was changed to Universal Robotics
and Automation, Inc., on October 23, 1984 its name was changed to Universal
Automation Corporation, and on March 4, 1992 its name was changed to UHF
Incorporated.





In 1991, the Company became a holding
company by transferring its assets to a newly-formed, wholly-owned corporation
and by purchasing the outstanding stock of two closely held
corporations.  These three subsidiaries sold their businesses in 1994,
and the Company paid its debts.  Since 1994, the Company has been
inactive and has had no assets or employees.  The Company has no
patents, trademarks, licenses, franchises, concessions, royalty agreements or
labor contracts and is not aware of any environmental liabilities or potential
environmental liabilities.





The Company intends to seek business
opportunities such as a merger, acquisition or other business transaction that
will cause the Company to have business operations.  We cannot offer
any assurance that we will be able to effect any such business
transaction.





ITEM
7.  DESCRIPTION OF PROPERTY.





The Company neither owns nor leases any
properties.  The Company’s principal executive office space is
maintained in a facility owned by its majority stockholder.  The
majority stockholder permits the Company to use this space at no
charge.





ITEM
8.   DIRECTORS, EXECUTIVE OFFICERS AND SIGNIFICANT
EMPLOYEES.





Information concerning the directors
and executive officers of the Company is set forth below.  The Company
has no employees.









Ronald C. Schmeiser, age 78, has been a
director, President and Chief Executive Officer of the Company since
1998.  He is a Certified Public Accountant and a former Director of
Finance of the City of Pittsburgh, Pennsylvania.  Mr. Schmeiser has
been the Deputy Controller and School Auditor of the Pittsburgh School District
since January 1, 2000 and prior thereto served as President of Kromer
Associates, a financial consulting firm.





The By-Laws of the Company provide for
a Board of seven directors; however there have been only three directors since
that provision was adopted in 1998.  The By-Laws also provide that the
directors shall hold office for a period of three years, with one-third of the
Board of Directors being elected at each annual meeting.  No
shareholder meetings have been held since 1998.








ITEM 8A
(T). Controls and Procedures





Disclosure
Controls and Procedures





As of the
end of the reporting period covered by this report, December 31, 2007, our Chief
Executive Officer who also serves as our Chief Financial Officer carried out an
evaluation of the effectiveness of our disclosure controls and procedures as
defined in Securities Exchange Act Rule 13a-15(e).





Based
upon that evaluation our management concluded that our disclosure controls and
procedures were not effective.  In our original filing of this annual
report we did not include our management’s assessment of internal control over
financial reporting as of December 31, 2007.  Our management has
recognized this weakness in our disclosure control and procedures and has
instituted a procedure whereby the personnel involved in the preparation of our
reports to the Securities and Exchange Commission will review them to determine
whether a report on disclosure controls and procedures is included.








Management’s
Annual Report on Internal Control over Financial Reporting








Our
management is responsible for establishing and maintaining adequate internal
controls over financial reporting as defined in Rule 13-15(f) of the Securities
Exchange Act.   Our management determined that our internal
control over financial reporting was not effective as of December 31, 2007, on
account of our failure to include such a repot on internal control over
financial reporting in the original annual report filed with the Securities and
Exchange Commission.  Our management has takes steps to implement a
procedure whereby such a report on internal control over financial reporting is
included in our annual reports.





Our
management has conducted an evaluation of the effectiveness of our internal
control over financial reporting as of December 31, 2007, based on the framework
and criteria established in Internal Control-Integrated Framework issued by the
Committee of Sponsoring Organizations of the Treadway Commission.





This
annual report does not include an attestation report of the Company’s registered
public accounting firm regarding internal control over financial
reporting.  Management’s report was not subject to attestation by the
Company’s registered public accounting firm pursuant to









temporary
rules of the Securities and Exchange Commission that permit the Company to
provide only management’s report in this annual report.





Changes
in Internal Control Over Financial Reporting





Our
management has instituted a procedure whereby the personnel involved in the
preparation of our reports to the Securities and Exchange Commission will review
them to determine whether a report on disclosure controls and procedures and an
annual report on internal control over financial reporting are
included.











ITEM
9.  REMUNERATION OF DIRECTORS AND OFFICERS.





No compensation was awarded to, earned
by or paid to any officers or directors of the Company during the last three
fiscal years.  The Company has no remuneration or benefit plans or
arrangements.





ITEM
10. SECURITY
OWNERSHIP OF MANAGEMENT AND CERTAIN SECURITYHOLDERS.





The only security the Company has
outstanding is common stock, par value $.001 per share (“Common
Stock”).  The following table sets forth information concerning
persons or entities that own of record more than five percent of the outstanding
Common Stock.  Except for Dachris, Ltd., the Company has no
information concerning the beneficial ownership of the shares beyond what is
shown on the official list of the owners of record.





STOCK
OWNERSHIP OF CERTAIN BENEFICIAL OWNERS





Name
            Address
            Shares
      Owned
            Percent
      of Class- -
      - -
            - -
      - - - - - -
            - -
      - - - - - - - - -
            - -
      - - - - - - - -Dachris,
      Ltd.*
            60
      Port Perry Road
            6,331,992
            66.76North
      Versailles, PA  15137





*
            Dachris,
      Ltd., a Pennsylvania corporation, is wholly-owned by the spouse of David
      L. Lichtenstein whose address is 60 Port Perry Road, North Versailles,
      PA  15137. Mr. Lichtenstein is the President of Dachris
      Lt.  By virtue of his position and relationship with Dachris,
      Ltd., Mr. Lichtenstein may be deemed to “control” the
    Company.





The following table sets forth
information concerning the beneficial ownership of Common Stock by the directors
and officers of the Company and by all directors and officers of the Company as
a group.  There are no options, warrants or other rights outstanding
to purchase securities from the Company.





STOCK
OWNERSHIP OF MANAGEMENT





Name
            Positions
            Shares
      Owned
            Percent
      of Class- -
      - - - -
            - -
      - - - - - - - -
            - -
      - - - - - - - - --
            - -
      - - - - - - - - - - -Ronald
      C. Schmeiser
            Director,
      President and
              Chief
      Executive Officer
            200,000
            2.10








ITEM
11.  INTEREST OF MANAGEMENT AND OTHERS IN CERTAIN
TRANSACTIONS.





None





ITEM
12.  DESCRIPTION OF SECURITIES.





The Company is authorized to issue up
to 50,000,000 shares of Common Stock, of which 9,493,254 are issued and
outstanding.  All shares of Common Stock currently outstanding are
fully paid and nonassessable.  The Common Stock has no preemptive or
conversion rights and no redemption or sinking fund provisions.  All
shares have one vote on any matter submitted to a vote of shareholders, and the
holders thereof have cumulative voting rights in the election of
directors.  Holders of the Common Stock are entitled to receive
dividends when and as declared by the Board of Directors out of funds legally
available therefor.  Upon dissolution of the Company, the holders of
the Common Stock will be entitled to share ratably in the assets remaining after
the payment of indebtedness and other priority claims.


2


PART
II





ITEM
1. MARKET
PRICE OF AND DIVIDENDS ON THE REGISTRANT’S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS.





Prior to January 24, 2007, there had
been no public trading market for our Common Stock.  On January 24,
2007, our Common Stock was cleared to be quoted on the OTC Bulletin
Board.  The trading symbol is “UHFI.”  Set forth below is
the high and low closing prices for our Common Stock during our last fiscal year
ended December 31, 2007.





High
            
            
            LowFirst
      Quarter, beginning January 24, 2007
            
            $
            .65
            
            
            $
            .05Second
      Quarter
            
            
            .26
            
            
            
            .12Third
      Quarter
            
            
            .30
            
            
            
            .11Fourth
      Quarter
            
            $
            .25
            
            
            $
            .15





The
quotations reflect inter-dealer prices, without retail mark-up, markdown or
commissions and may not represent actual transactions.  The
information is derived from online stock quotation services.  There
were 229 holders of record of the Common Stock as of February 27,
2008.  No cash dividends were declared on the Common Stock during the
last three fiscal years.  The Company has no compensation plans or
Individual compensation arrangements.





On
February 27, 2008, the closing price was $.11 per share.





ITEM
2.  LEGAL PROCEEDINGS.





To the Company’s knowledge, the Company
is not a party to any pending legal proceeding, and the Company is not aware of
any legal proceeding that may be contemplated against it by any governmental
authority.





ITEM
3.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS.





None





ITEM
4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.





No matters were submitted to a vote of
the Company’s security holders during the fourth quarter of fiscal year
2007.





ITEM
5.  REPORTS ON FORM 8-K





On February 12, 2007, we filed a
Current Report on Form 8-K reporting that our Common Stock had been cleared to
be quoted on the OTC Bulletin Board.


3


PART
F/S



































UHF
INCORPORATED





FINANCIAL
STATEMENTS AND


INDEPENDENT
AUDITORS’ REPORT


December 31, 2007, 2006, and
2005






















4





INDEPENDENT AUDITORS’
REPORT














To the
Board of Directors


and
Stockholders of


UHF
Incorporated





We have
audited the accompanying balance sheets of UHF Incorporated as of December 31,
2007 and 2006 and the related statements of operations and retained deficit and
cash flows for the years ended December 31, 2007, 2006, and
2005.  These financial statements are the responsibility of the
Company’s management.  Our responsibility is to express an opinion on
these financial statements based on our audits.





We
conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States).  Those standards require
that we plan and perform the audits to obtain reasonable assurance about whether
the financial statements are free of material misstatement.  The
Company is not required to have, nor were we engaged to perform, an audit of its
internal control over financial reporting.  Our audit included
consideration of internal control over financial reporting as a basis for
designing audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of the Company’s
internal control over financial reporting.  Accordingly, we express no
such opinion.  An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, assessing
the accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation.  We
believe that our audits provide a reasonable basis for our opinion.





In our
opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of UHF Incorporated as of December 31,
2007 and 2006, and the results of its operations and its cash flows for the
years ended December 31, 2007, 2006, and 2005, in conformity with accounting
principles generally accepted in the United States of America.











LOUIS
PLUNG & COMPANY, LLP











Pittsburgh,
Pennsylvania


January
31, 2008


5


UHF
INCORPORATED
 
 BALANCE
SHEETS
 December 31, 2007 and
2006
 
 ASSETS2007
                
                
                2006CASH
                
                $
                -
                
                
                $
                -ORGANIZATION
      COST
                
                
                -
                
                
                
                -TOTAL
      ASSETS
                
                $
                -
                
                
                $
                -LIABILITIES AND
      STOCKHOLDERS' DEFICITACCRUED
      EXPENSES
                
                $
                13,000
                
                
                $
                10,000Total
      liabilities
                
                
                13,000
                
                
                
                10,000COMMITMENTS
      AND CONTINGENCIES
                
                
                -
                
                
                
                -STOCKHOLDERS'
      DEFICITCommon
      stock, $.001 par value; 50,000,000 authorizedshares,
      9,493,254 issued and outstanding
                
                
                9,481
                
                
                
                9,481PAID
      IN CAPITAL
                
                
                (9,481
                )
                
                
                (9,481
                )RETAINED
      DEFICIT
                
                
                (13,000
                )
                
                
                (10,000
                )Total
      stockholders' deficit
                
                
                (13,000
                )
                
                
                (10,000
                )TOTAL
      LIABILITIES AND STOCKHOLDERS' DEFICIT
                
                $
                -
                
                
                $
                -








6


UHF
INCORPORATED
 
 STATEMENTS
OF OPERATIONS AND RETAINED DEFICIT
 Years Ended December 31,
2007, 2006, and 2005
  2007
                
                
                2006
                
                
                2005REVENUE
                
                $
                -
                
                
                $
                -
                
                
                $
                -OPERATING
      EXPENSES
                
                
                3,000
                
                
                
                3,000
                
                
                
                3,000NET
      INCOME
                
                
                (3,000
                )
                
                
                (3,000
                )
                
                
                (3,000
                )Retained
      Deficit - Beginning of Year
                
                
                (10,000
                )
                
                
                (7,000
                )
                
                
                (4,000
                )RETAINED
      DEFICIT - END OF YEAR
                
                $
                (13,000
                )
                
                $
                (10,000
                )
                
                $
                (7,000
                )










7







UHF
INCORPORATED
 
 STATEMENTS
OF CASH FLOWS
 Years Ended December 31,
2007, 2006, and 2005
  2007
                
                
                2006
                
                
                2005CASH
      FLOWS FROM OPERATING ACTIVITY - NONE
                
                $
                -
                
                
                $
                -
                
                
                $
                -CASH
      FLOW FROM INVESTING ACTIVITIES - NONE
                
                
                -
                
                
                
                -
                
                
                
                -CASH
      FLOWS FROM FINANCING ACTIVITIES - NONE
                
                
                -
                
                
                
                -
                
                
                
                -Net
      change in cash
                
                
                -
                
                
                
                -
                
                
                
                -Cash
      - Beginning of Year
                
                
                -
                
                
                
                -
                
                
                
                -CASH
      - END OF YEAR
                
                $
                -
                
                
                $
                -
                
                
                $
                -




8


UHF
INCORPORATED
 
 NOTES TO FINANCIAL
STATEMENTS






1.        SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES





Nature of Operations
- UHF Incorporated (the “Company”) is a corporation organized under the laws of
the state of Michigan.  The Company has been inactive and has not
conducted any business in the ordinary course since July 1, 1994.  The
Company intends to seek business opportunities such as a merger, acquisition or
other business transaction that will cause the Company to have business
operations in the current fiscal year.  The Company anticipates that
any cash requirements it may have over the next twelve months will be funded by
its majority stockholder.  These fees are believed to be
immaterial.  The Company accrued audit fees for the years ended
December 31, 2006 and 2005, which will be funded by the majority
shareholder.





Basis of Accounting -
The financial statements are prepared using the accrual basis of accounting in
which revenues are recognized when earned and expenses are recognized when
incurred.





Estimates - The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect certain reported amounts and
disclosures.  Actual results may differ from these estimates and
assumptions.





New Accounting
Pronouncements - The following is a listing of new accounting
pronouncements issued by the Financial Accounting Standards Board (FASB) and
management’s assessment regarding the effect they will have on the Company’s
results of operations and financial position.  Accounting
pronouncements consist of Statements of Financial Accounting Standards (SFAS)
and FASB Interpretations (FIN).





In
September 2006, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 157 ("FAS 157"), Fair Value Measurements,
which defines fair value, establishes a framework for measuring fair value in
generally accepted accounting principles ("GAAP"), and expands disclosures about
fair value measurements.  FAS 157 applies under other accounting
pronouncements that require or permit fair value measurements.  Prior
to FAS 157, there were different definitions of fair value and limited guidance
for applying those definitions in GAAP.  Moreover, that guidance was
dispersed among the many accounting pronouncements that require fair value
measurements. Differences in that guidance created inconsistencies that added to
the complexity in applying GAAP.  The changes to current practice
resulting from the application of FAS 157 relate to the definition of fair
value, the methods used to measure fair value, and the expanded disclosures
about fair value measurements.  FAS 157 is effective for financial
statements issued for fiscal years beginning after November 15, 2007, and
interim periods within those fiscal years.  The Company presently does
not expect the adoption of FAS 157 to have an effect on its financial
statements.





In
February 2007, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 159 ("FAS 159"), The Fair Value Option for
Financial Assets and Financial Liabilities, which permits entities to choose to
measure many financial instruments and certain other items at fair value which
are not currently required to be measured at fair value.  FAS 159 is
effective for financial statements issued for fiscal




9




UHF
INCORPORATED
 
 NOTES TO FINANCIAL
STATEMENTS




years
beginning after November 15, 2007, and interim periods within those fiscal
years.  The Company presently does not expect the adoption of FAS 159
to have an effect on its financial statements.





In
December 2007, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 14IR ("FAS 141 R"), Business Combinations,
which establishes principles and requirements for how the acquirer recognizes
and measures in its financial statements the identifiable assets acquired, the
liabilities assumed, and any noncontrolling interest in the acquiree, goodwill
acquired in the business combination or a gain from a bargain
purchase.  FAS 141R is effective for which the acquisition date is on
or after the beginning of the first annual reporting period beginning on or
after December 15, 2008.  The Company presently does not expect the
adoption of FAS 14IR to have an effect on its financial statements.





In
December 2007, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No.160 ("FAS 160"), Noncontrolling Interests in
Consolidated Financial Statements, which establishes accounting and reporting
standards for the noncontrolling interest in a subsidiary and for the
deconsolidation of a subsidiary. FAS 160 is effective for financial statements
issued for fiscal years beginning on or after December 15, 2008, and interim
periods within those fiscal years.  The Company presently does not
expect the adoption of FAS 160 to have an effect on its financial
statements.





Management
does not believe that any other recently issued, but not yet effective
accounting pronouncements, if adopted, would have a material effect on the
accompanying financial statements.





2.
            COMMITMENT AND
      CONTINGENCIES





Management
has no knowledge and is not aware of any commitments or contingencies under
which the Company is liable.  Management has also represented that
they are not aware of any pending or threatened litigation, claims, or
assessments against the Company.








10


PART
III





ITEM
1.  INDEX TO EXHIBITS.





(2)         Restated
Articles of Incorporation and By-Laws, as amended to date, filed as Exhibit 2 to
the Company’s Registration Statement on Form 10-SB, and incorporated herein by
reference.


31.1 Rule 13(a0-14(a)/15(d)-14(a)
Certification


32.1 Section 1350 Certification





SIGNATURE








In
accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.





UHF
      INCORPORATED(Registrant)Date: 
      September
      19, 2008
            
            By:
            /s/
      Ronald C. SchmeiserRonald
      C. SchmeiserPresident,
      Chief ExecutiveOfficer,
      Chief Financial Officer, andPrincipal
      Accounting Officer








In
accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.











UHF
      INCORPORATED(Registrant)Date: 
      September
      19, 2008
            
            By:
            /s/ Ronald C.
      SchmeiserRonald
      C. SchmeiserPresident,
      Chief ExecutiveOfficer
      and Chief Financial Officer