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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington D.C., 20549

                             _____________________

                                  FORM 10-QSB/A
                                 Amendment No. 1
                             _____________________

(Mark One)
[X]      QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934

         For the quarterly period ended September 30, 2003

[ ]      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934

         For the transition period _________ to __________


                        Commission file number: 001-15835

                               US DATAWORKS, INC.
                               ------------------
        (Exact name of small business issuer as specified in its charter)


            NEVADA                                     84-1290152
(State or other jurisdiction of          (I.R.S. employer identification number)
 incorporation or organization)

     5301 HOLLISTER ROAD, SUITE 250
             HOUSTON, TEXAS                               77040
(Address of principal executive offices)                (Zip Code)

                    Issuer's telephone number: (713) 934-3855

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the preceding 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.
YES [X] NO [ ]

Number of shares of Common Stock outstanding as of January 31, 2004:  22,968,391

Transitional Small Business Disclosure Format (Check one): YES [ ]  NO [X]



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                                EXPLANATORY NOTE

         US Dataworks, Inc. (the "Company"), by this Form 10-QSB/A, Amendment
No. 1 to Form 10-QSB, hereby amends and restates Part II, Item 6 and the
signature page.



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                          PART II - OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

     (a)  Exhibits.

     The exhibits listed below are required by Item 601 of Regulation S-B.

         EXHIBIT
         NUMBER                    DESCRIPTION OF DOCUMENT
         ------                    -----------------------

          4.1*       Registration Agreement dated September 30, 2003 between the
                     Registrant and ACI Communications Holdings, Inc.

          10.1+*     Employment Agreement dated April 2, 2003 between the
                     Registrant and Terry Stepanik.

          10.2+*     Employment Agreement dated April 2, 2003 between the
                     Registrant and Mario Villareal.

          10.3+*     Employment Agreement dated May 13, 2003 between the
                     Registrant and Charles E. Ramey.

          10.4+*     Employment Agreement dated September 6, 2003 between the
                     Registrant and John J. Figone.

          10.5*      Amended and Restated 2000 Stock Option Plan.

          10.6*      Form of Nonstatutory Stock Option Agreement.

          10.7*      Common Stock Purchase and Warrant Agreement dated September
                     30, 2003 between the Registrant and ACI Communications
                     Holdings, Inc.

          10.8*      Form of Common Stock Purchase Warrant between the
                     Registrant and ACI Communications Holdings, Inc.

          10.9*      Advisory Agreement dated June 6, 2003 between the
                     Registrant and Merriman Curhan Ford & Co.

          31.1       Certification by Chief Executive Officer pursuant to
                     13a-14(a).

          31.2       Certification by Chief Financial Officer pursuant to
                     13a-14(a).

          32.1       Statement of Chief Executive Officer and Chief Financial
                     Officer under 18 U.S.C.ss. 1350.
______________________
              + Indicates management contract or compensatory plan or
                arrangement.
              * Previously filed.

         (b) Reports on Form 8-K.

         The Company has filed a current report on Form 8-K on July 10, 2003
reporting under Item 5 an equity line financing transaction and the sale of
common stock and warrants to certain accredited investors.

         The Company has filed a current report on Form 8-K on July 25, 2003
reporting under Item 5 the adoption of a Rights Plan.


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                                    SIGNATURE


     In accordance with the requirements of the Exchange Act, the registrant
caused to report to be signed on its behalf by the undersigned, thereunto duly
authorized.

     Dated:  February 19, 2004

                                         US DATAWORKS, INC.



                                         By /s/ John S. Reiland
                                            ------------------------------------
                                            John S. Reiland
                                            Chief Financial Officer
                                            (Principal Financial and Accounting
                                            Officer and Duly Authorized Officer)





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                                  EXHIBIT INDEX
     EXHIBIT
      NUMBER                          DESCRIPTION OF DOCUMENT
      ------                          -----------------------

      4.1*          Registration Agreement dated September 30, 2003 between the
                    Registrant and ACI Communications Holdings, Inc.

      10.33+*       Employment Agreement dated April 2, 2003 between the
                    Registrant and Terry Stepanik.

      10.34+*       Employment Agreement dated April 2, 2003 between the
                    Registrant and Mario Villareal.

      10.35+*       Employment Agreement dated May 13, 2003 between the
                    Registrant and Charles E. Ramey (incorporated by reference
                    to Exhibit 10.1 to the Registrant's Quarterly Report on Form
                    10-QSB for the quarter ended September 30, 2003).

      10.36+*       Employment Agreement dated September 6, 2003 between the
                    Registrant and John J. Figone.

      10.37*        Amended and Restated 2000 Stock Option Plan.

      10.38*        Form of Nonstatutory Stock Option Agreement.

      10.39*        Common Stock Purchase and Warrant Agreement dated September
                    30, 2003 between the Registrant and ACI Communications
                    Holdings, Inc..

      10.40*        Form of Common Stock Purchase Warrant between the Registrant
                    and ACI Communications Holdings, Inc..

      10.41*        Advisory Agreement dated June 6, 2003 between the Registrant
                    and Merriman Curhan Ford & Co..

      31.1          Certification by Chief Executive Officer pursuant to
                    13a-14(a).

      31.2          Certification by Chief Financial Officer pursuant to
                    13a-14(a).

      32.1          Statement of Chief Executive Officer and Chief Financial
                    Officer under 18 U.S.C.ss. 1350.
________________

         + Indicates management contract or compensatory plan or arrangement.
         * Previously filed.



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