U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 10-QSB

                             Quarterly Report Under
                       the Securities Exchange Act of 1934

                      For Quarter Ended: September 30, 1999

                         Commission File Number: 0-24447



                            DRIVINGAMERICA.COM, INC.
        (Exact name of small business issuer as specified in its charter)



                                    Colorado
         (State or other jurisdiction of incorporation or organization)

                                   84-1463449
                        (IRS Employer Identification No.)

                         18004 Skypark Circle, Suite 170
                                   Irvine, CA
                                   ----------
                    (Address of principal executive offices)

                                      92614
                                   (Zip Code)

                                 (949) 263-8890
                           (Issuer's Telephone Number)



Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the Securities 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: Yes
__X__ No ____.

The number of shares of the  registrant's  only class of common stock issued and
outstanding, as of September 30, 1999, was 12,500,000 shares.




<PAGE>



                                     PART I

ITEM 1.           FINANCIAL STATEMENTS.

                  The unaudited  financial  statements for the nine month period
ended September 30, 1999, are attached hereto.

ITEM 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

                  The following  discussion  should be read in conjunction  with
the Company's unaudited financial  statements and notes thereto included herein.
In  connection  with,  and  because it desires to take  advantage  of, the "safe
harbor" provisions of the Private Securities  Litigation Reform Act of 1995, the
Company cautions  readers  regarding  certain forward looking  statements in the
following  discussion  and  elsewhere in this report and in any other  statement
made by, or on the behalf of the Company,  whether or not in future filings with
the  Securities  and  Exchange   Commission.   Forward  looking  statements  are
statements  not  based on  historical  information  and  which  relate to future
operations, strategies, financial results or other developments. Forward looking
statements  are  necessarily  based  upon  estimates  and  assumptions  that are
inherently   subject  to   significant   business,   economic  and   competitive
uncertainties and contingencies,  many of which are beyond the Company's control
and many of which,  with respect to future  business  decisions,  are subject to
change.  These  uncertainties  and  contingencies  can affect actual results and
could cause  actual  results to differ  materially  from those  expressed in any
forward looking  statements  made by, or on behalf of, the Company.  The Company
disclaims any obligation to update forward looking statements.

Overview

                  DrivingAmerica.com,   Inc.,   f/k/a  Mathy   Corporation  (the
"Company" or "DRI"), was incorporated under the laws of the State of Colorado on
January 30, 1996. On May 7, 1999, pursuant to the terms of an Agreement and Plan
of  Reorganization,  the  Company  undertook  a forward  split of its issued and
outstanding  common stock whereby 2.5 shares of common stock were  exchanged for
every share then issued and outstanding and thereafter, the Company acquired all
of the issued and  outstanding  securities of The Cooper Memphis Group,  Inc., a
California  corporation ("CMG"), in exchange for 11,250,000 (post forward split)
"restricted"  common  shares of the  Company.  As a result,  the Company was the
surviving entity. As part of the terms of the aforesaid transaction, the Company
amended its Articles of Incorporation, changing its name to its present name, as
well as changing  its fiscal  year end to December 31 in order to coincide  with
the fiscal year end of CMG.


                                        2

<PAGE>



                  The Company's  principal business is as a marketer of database
information related to automotive  marketing under the name "Automotive Consumer
Services."  The  initial  database  is  comprised  of new  vehicle  information,
including  specifications  and dealer vehicle costs, which are sold to consumers
in the form of printed vehicle reports.  In turn, the consumers who purchase the
reports,  along with their  behavioral  characteristics,  become the source of a
secondary, marketed database of consumer information to several manufacturers of
automobiles, local dealer referral programs and affinity groups. DRI is based in
Irvine, California.

                  DRI intends to expand  operations into other logically related
and lucrative services related to the acquisition of an automobile.  At the same
time, it expects to develop  Internet  technology to facilitate the expansion of
the list of services to include other auto-related financial services.

RESULTS OF OPERATIONS

                  Comparison of Results of Operations for the Nine Month
Periods Ended September 30, 1999 and 1998

                  During the nine month period  ended  September  30, 1999,  the
Company's revenues were $127,526, compared to $262,534 for the nine months ended
September 30, 1998, a decrease of $135,008 (48%). This decrease was attributable
to a change in the principal  business of the Company,  whereby the Company went
from a "paper"  business to an Internet  company.  During  1998,  the  Company's
business  consisted  of data  base  marketing,  based  upon the sale of  printed
information.  In September  1998,  management  acknowledged  the downturn of the
existing  business and  thereafter,  elected to cause the Company to refocus its
resources and available capital to becoming an Internet based company.

                  Cost of sales during the nine month period ended September 30,
1999,  were  $43,172,  compared to $17,343 for the  similar  period in 1998,  an
increase of $25,829 (40%).  This increase was incurred  primarily as a result of
the Company's one time charge for acquisition of hardware and software  relating
to the change in the Company's business plan.

                  Selling, general and administrative costs increased during the
nine month period ended September 30, 1999, to $755,979 compared to $433,648 for
the similar period in 1998, an increase of $322,331 (42%). Most of these charges
were  incurred  during  the  initial  six  months of 1999,  as this  significant
increase  arose  as a  result  of the  Company  incurring  $275,000  in  website
development  costs,  as well as  approximately  $137,000  in  professional  fees
relating to the above described reverse merger and activity  subsequent thereto,
employee  relocation  costs of  approximately  $35,000  and  additional  payroll
expense of approximately  $22,000. Each of the aforesaid costs is expected to be
a one time event and

                                        3

<PAGE>



it is anticipated that general and administrative  costs incurred by the Company
will rise in  corresponding  levels  with  anticipated  increases  in  revenues,
primarily  as a result of increased  payroll  costs.  In this  regard,  selling,
general and administrative  costs for the three month period ended September 30,
1999 were  $35,842,  as compared to $210,854  for the similar  period in 1998, a
decrease of  $175,012  (80%).  However,  this was due  primarily  to the Company
having lower payroll costs due to a smaller number of employees  during the time
that the  Company  was  adapting  to its new  business  plan  and  corresponding
decrease in officer related expenses.

                  As a result,  the  Company  incurred a net loss of  $(681,769)
during the nine month period ended  September  30, 1999,  compared to a net loss
during the similar period in 1998, of $(213,578), an increase of $468,191 (68%).

LIQUIDITY AND CAPITAL RESOURCES

                  At the end of the nine month period ended  September 30, 1999,
the  Company  had $410 in cash  and  cash  equivalents.  It also  decreased  its
accounts  receivable to $16,763 from $28,911 since December 31, 1998, a decrease
of $12,148  (42%),  which  management  attributes to the change in the Company's
business emphasis, as described under "Results of Operations" above.

                  The  Company  has  an  outstanding  note  payable  to  a  non-
affiliate in the principal amount of $20,000, which accrues interest at the rate
of 10% per annum and which is due upon demand. In addition, the Company also has
received  loans from two of its directors,  John Davis and Daryl Travis,  in the
principal  amounts of $15,000  and  $10,000,  respectively.  Each of these loans
accrues  interest  at the rate of 8% per  annum  and are  also due upon  demand.
Management  does not believe  that any demand will be made by these note holders
in the  foreseeable  future.  The Company also  obtained a loan in the principal
amount of $100,000 from a non-affiliate.  This loan accrues interest at the rate
of 12% per annum and is due upon demand. While no assurances can be provided, it
is anticipated  that this loan will be converted into equity in accordance  with
the Company's private offering described hereinbelow.

                  In order to effectuate the Company's business plan, management
has recognized the Company's need for additional  operating capital. In response
thereto,  management  is  hopeful  that the  Company  will  undertake  a private
placement of its securities in the near future.  It was originally  thought that
such an offering  would take place  during the third  calendar  quarter of 1999.
However,  this  proposed  offering  did not take place,  as the entities who had
provided  assurances  to the  Company of their  intent to provide  such  funding
failed to perform.  Management  of the Company  has had  discussions  with other
groups who have indicated their desire to fund the Company and as of the date of
this report, the

                                        4

<PAGE>



Company has  received a letter from  Bridgewater  Capital  Corporation,  Newport
Beach,  CA ("BCC"),  wherein BCC has provided  the Company with a commitment  to
provide  no less than  $500,000  to the  Company  within 15 days  following  the
receipt by the  Company of an  approval  to the  Company's  pending  application
submitted to the NASD to allow the Company to begin  trading its common stock on
the OTC Bulletin Board  operated by the NASD.  This letter also commits to raise
an  additional  $2.5  million in equity  capital and provide the Company with an
equity line of credit in the amount of $2-$3  million.  However,  no  definitive
agreement  has been reached with BCC, the terms of such equity  capital have not
been firmly established and there is no assurance that the Company's application
to list its  common  stock  for  trading  will be  approved.  Failure  to obtain
adequate  funding  will have a  significant  negative  impact  on the  Company's
proposed plan of operation.  If such funding is obtained,  of which there can be
no assurance,  it is believed  that the Company will be able to fully  implement
its business plan if the full amount stated is received.

                  In  August  1999,  the  Company  signed  various   agreements,
including  an  investment   banking  agreement  with  Deere  Park  Capital  LLC,
Northbrook, Illinois, ("Deere Park") wherein Deere Park did agree to provide the
Company with  $125,000 in the form of a  Convertible  Debenture.  The  principal
balance and all  interest as accrued was due and payable in October 1999 and the
Company is currently in default of its obligations to Deere Park. Management has
had numerous  discussions with representatives of Deere Park, but as of the date
of this report no resolution of this default has been reached.  No formal action
against  the Company  has been filed or  threatened  and the parties are hopeful
that the Company  will receive the funding  described  above in order to resolve
this issue.  There are no assurances  that such funding will be available to the
Company. In its sole discretion,  Deere Park has the right to convert all or any
portion of the principal  and any interest as accrued  thereon as of the date of
such notice of conversion into (i) the Company's  private  offering in an amount
equal to the  balance of the  principal  and  interest  then due, or (ii) 50,000
"free trading"  shares of the Company's  common stock  presently held in escrow,
which were placed into escrow by nonaffiliate  shareholders  of the Company.  In
the event  Deere Park  elects to convert  pursuant  to (ii)  above,  any further
obligation  owed to Deere Park by the Company shall be deemed to have been fully
satisfied  and the  Company  will  have no  further  obligation  to  Deere  Park
applicable to the Debenture.

TRENDS

                  Management  believes that the Company will continue to operate
the Company's  business at a loss for the foreseeable  future, but is optimistic
that the Company will begin generating profits from its operations  beginning in
the third calendar quarter of 2000, and possibly  earlier if sufficient  working
capital

                                        5

<PAGE>



discussed  in  "Liquidity  and  Capital  Resources,"  above,  is received by the
Company.  This will occur as a result of anticipated  increased revenues derived
from website traffic,  the Company obtaining additional contracts for data based
marketing and from direct sales of related automobile  products,  including loan
and lease  products and insurance  products.  In regard to obtaining  additional
contracts  for data  based  marketing,  the  Company  is  currently  engaged  in
discussions with various parties and expects that these  discussions will result
in the Company entering into additional  contracts with these parties.  However,
there can be no assurances  that the Company will become  profitable  within the
time parameters described herein, or at all.

INFLATION

                  Although  the  operations  of the  Company are  influenced  by
general economic  conditions,  the Company does not believe that inflation had a
material affect on the results of operations  during the nine month period ended
September 30, 1999.

                           PART II. OTHER INFORMATION

ITEM 1.           LEGAL PROCEEDINGS - NONE

ITEM 2.           CHANGES IN SECURITIES - NONE

ITEM 3.           DEFAULTS UPON SENIOR SECURITIES - NONE

ITEM 4.           SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS -
None

ITEM 5.           OTHER INFORMATION - NONE.

ITEM 6.           EXHIBITS AND REPORTS ON FORM 8-K -

                  (a)      Exhibits

                           EX-27            Financial Data Schedule

                  (b)      Reports on Form 8-K - None



                                        6

<PAGE>

<TABLE>


                            DRIVINGAMERICA.COM, INC.
                CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

<CAPTION>
                                                   September 30, December 31,
                                                        1999         1998
                                                    -----------  ------------
<S>                                                 <C>          <C>
                    ASSETS

CURRENT ASSETS
     Cash                                           $       410  $         -
     Accounts receivable                                 16,763       28,911
                                                    -----------  -----------
            TOTAL CURRENT ASSETS                         17,173       28,911

PROPERTY AND EQUIPMENT, Net                               6,640        9,439
                                                    -----------  -----------
                                                    $    23,813  $    38,350
                                                    ===========  ===========

    LIABILITIES AND STOCKHOLDERS' DEFICIENCY

CURRENT LIABILITIES
     Bank overdraft                                 $         -  $     6,672
     Accounts payable                                    97,667      166,261
     Settlement payable                                 140,000            -
     Bridge loans payable                               110,000            -
     Loans payable                                       31,707       30,167
                                                    -----------  -----------
            TOTAL CURRENT LIABILITIES                   379,374      203,100

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' DEFICIENCY
     Preferred stock, $.001 par value;
       authorized - 25,000,000 shares;
       issued and outstanding - none                          -            -
     Common stock, $.001 par value;
       authorized - 100,000,000 shares;
       issued and outstanding - 12,500,000 shares        12,500       12,500
     Additional paid-in capital                         829,268      434,228
     Due from officer                                         -      (95,918)
     Accumulated deficit                             (1,197,329)    (515,560)
                                                    -----------  -----------
            TOTAL STOCKHOLDERS' DEFICIENCY             (355,561)    (164,750)
                                                    -----------  -----------
                                                    $    23,813  $    38,350
                                                    ===========  ===========


     See accompanying Notes to Condensed Consolidated Financial Statements.

</TABLE>










                                       F-1

                                        7

<PAGE>

<TABLE>



                            DRIVINGAMERICA.COM, INC.
           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)



<CAPTION>
                              Three Months Ended Sept. 30,  Nine Months Ended Sept. 30,
                               -------------------------     ------------------------
                                   1999          1998            1999         1998
                               -----------   -----------     -----------   ----------
<S>                            <C>           <C>             <C>           <C>
REVENUE                        $    33,776   $    91,231     $   127,526   $  262,534

COST OF SALES                        5,437         8,433          43,172       17,343
                               -----------   -----------     -----------   ----------

GROSS PROFIT                        28,339        82,798          84,354      245,191

SELLING, GENERAL AND
  ADMINISTRATIVE EXPENSES           35,842       210,854         755,979      433,648
                               -----------   -----------     -----------   ----------

LOSS FROM OPERATIONS                (7,503)     (128,056)       (671,625)    (188,457)

OTHER INCOME (EXPENSES) - NET          801       (15,180)        (10,144)     (25,121)
                               -----------   -----------     -----------   ----------
NET LOSS                       $    (6,702)  $  (143,236)    $  (681,769)  $ (213,578)
                               ===========   ===========     ===========   ===========

WEIGHTED AVERAGE NUMBER OF
   COMMON SHARES OUTSTANDING    12,500,000    12,500,000      12,500,000    12,500,000
                               ===========   ===========     ===========   ===========

BASIC LOSS PER SHARE           $     (0.00)  $     (0.01)    $     (0.05)  $     (0.02)
                               ===========   ===========     ===========   ===========


     See accompanying Notes to Condensed Consolidated Financial Statements.

</TABLE>





















                                       F-2



                                        8

<PAGE>

<TABLE>


                            DRIVINGAMERICA.COM, INC.
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)


<CAPTION>
                                                   Nine Months Ended Sept. 30,
                                                    -------------------------
                                                       1999          1998
                                                    -----------   -----------
<S>                                                 <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                                 $  (681,769)  $  (213,578)
  Adjustments to reconcile net income (loss)
    to net cash used in operating activities:
      Depreciation                                        2,799         6,771
      Changes in operating assets and liabilities:
       Accounts receivable                               12,148        52,779
       Accounts payable                                 (68,594)            -
       Settlement payable                               140,000             -

        NET CASH PROVIDED BY (USED IN)              -----------   -----------
          OPERATING ACTIVITIES                         (595,416)     (154,028)
                                                    -----------   -----------
CASH FLOWS FROM INVESTING ACTIVITIES
  Purchase of property and equipment                          -        (4,451)
  Due from officer, net                                  95,918      (114,110)
                                                    -----------   -----------
        NET CASH USED IN INVESTING ACTIVITIES            95,918      (118,561)
                                                    -----------   -----------
CASH FLOWS FROM FINANCING ACTIVITIES
  Bank overdraft                                         (6,672)            -
  Contributed capital                                   395,040             -
  Proceeds from loans payable
    and bridge financing                                111,540       269,159
                                                    -----------   -----------
        NET CASH PROVIDED BY FINANCING ACTIVITIES       499,908       269,159
                                                    -----------   -----------

NET INCREASE (DECREASE) IN CASH                             410        (3,430)
CASH, BEGINNING OF PERIOD                                     -         5,254
                                                    -----------   -----------
CASH, END OF PERIOD                                 $       410   $     1,824
                                                    ===========   ===========





     See accompanying Notes to Condensed Consolidated Financial Statements.

</TABLE>











                                       F-3


                                        9

<PAGE>



                            DRIVINGAMERICA.COM, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 1999


1.       BASIS OF PRESENTATION

         The  interim  consolidated  financial  statements  presented  have been
         prepared by DrivingAmerica.com, Inc. (the "Company") without audit and,
         in the opinion of the  management,  reflect all adjustments of a normal
         recurring  nature  necessary for a fair statement of (a) the results of
         operations  for the three and nine months ended  September 30, 1999 and
         1998,  (b) the financial  position at September  30, 1999,  and (c) the
         cash  flows for the nine  months  ended  September  30,  1999 and 1998.
         Interim  results are not  necessarily  indicative of results for a full
         year.

         The balance  sheet  presented  as of December 31, 1998 has been derived
         from the financial  statements  that have been audited by the Company's
         independent public accountants.  The financial statements and notes are
         condensed and do not contain certain information included in the annual
         financial statements and notes of the Company. The financial statements
         and  notes  included  herein  should  be read in  conjunction  with the
         audited financial statements and notes for the years ended December 31,
         1998 and 1997 included in the  Company's  Form 8-K/A 1 filed on July 6,
         1999.

2.       BRIDGE FINANCING

         During the nine months ended  September 30, 1999, the Company  received
         $110,000 bridge financing in the form of a Convertible  Debenture.  The
         principal  balance and all interest as accrued shall be due and payable
         upon the earlier of (i) 75 days from the date of the Debenture, or (ii)
         within  three (3)  business  days  following  closing of the  Company's
         Private  Placement  Offering  described  under  "Liquidity  and Capital
         Resources" above herein. In its sole discretion,  the debenture holder,
         Deere Park Capital LLC, may convert all or any portion of the principal
         and any  interest  as accrued  thereon as of the date of such notice of
         conversion into (i) the Company's  private  offering in an amount equal
         to the balance of the  principal  and interest then due, or (ii) 50,000
         "free trading"  shares of the Company's  common stock presently held in
         escrow,  which were placed into escrow by nonaffiliate  shareholders of
         the Company. In the event Deere Park elects to convert pursuant to (ii)
         above,  any further  obligation owed to Deere Park by the Company shall
         be deemed to have been fully  satisfied  and the  Company  will have no
         further obligation to Deere Park applicable to the Debenture.

3.       STOCKHOLDERS' DEFICIENCY

         During the nine months ended  September 30, 1999, a stockholder  of the
         Company contributed $395,040 to the capital of the Company.












                                       F-4

                                       10

<PAGE>



                                   SIGNATURES


                  Pursuant to the  requirements  of Section 12 of the Securities
and  Exchange  Act of 1934,  the  Registrant  has duly  caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.

                                          DRIVINGAMERICA.COM, INC.
                                          (Registrant)

                                          Dated:  January 27, 2000



                                          By:s/ Charles M. Davis
                                             -------------------
                                             Charles M. Davis,
                                             President



                                       11

<PAGE>


                            DRIVINGAMERICA.COM, INC.

                EXHIBIT INDEX TO QUARTERLY REPORT ON FORM 10-QSB
                    FOR THE QUARTER ENDED SEPTEMBER 30, 1999

EXHIBITS                                                                Page No.

  EX-27           Financial Data Schedule....................................13



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