SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q


[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934

         For the quarterly period ended March 31, 1999

                                       OR

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

         For the transition period from            to 
                                        ----------    ----------
         Commission file number 0-13338

                                INFOAMERICA, INC.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)


            Colorado                                        84-0853869
   ------------------------------               -------------------------------
  (State of other jurisdiction of              (IRS Employer Identification No.)
   incorporation or organization)


             2600 Canton Court, Suite G Fort Collins, Colorado 80525
             -------------------------------------------------------
                    (Address of principal executive offices)

                                 (970) 221-5599
               --------------------------------------------------
              (Registrant's telephone number, including area code)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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.

                            [X] Yes    [ ] No

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

     As of March 31, 1999,  Registrant  had  5,214,521  shares of its $0.025 par
value common stock issued and outstanding.




                                     Page 1

<PAGE>

<TABLE>
<CAPTION>
                                       BALANCE SHEET


                                          ASSETS
                                      March 31, 1999

                                                                     Unaudited      Audited
                                                                      3/31/99       12/31/98
                                                                     ---------      --------
<S>                                                               <C>            <C>   
Current assets:
    Cash ......................................................   $   143,467    $    93,557
    Accounts receivable:
        Trade, net of allowance for
           doubtful accounts of $-0- ..........................        54,388         70,295
    Short term loans to officers ..............................         5,000         17,147
                                                                  -----------    -----------

           Total current assets ...............................       202,855        188,999

Property and equipment, at cost:
    Furniture and fixtures ....................................        35,344         35,344
    Vehicles ..................................................        52,170         52,170
    Computer equipment ........................................        38,828         38,828
                                                                  -----------    -----------

                                                                      126,342        126,342
        Less accumulated depreciation .........................        74,205         71,605
                                                                  -----------    -----------

           Net property and equipment .........................        52,137         54,737

Other assets:
    Deposits ..................................................         1,598          1,598
                                                                  -----------    -----------

    Total Assets ..............................................   $   256,590    $   237,334
                                                                  ===========    ===========







                                     Page 2
<PAGE>

<CAPTION>
                                    INFOAMERICA, INC.
                                      BALANCE SHEET


                      LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                                      March 31, 1999

                                                                     Unaudited      Audited
                                                                      3/31/99       12/31/98
                                                                     ---------      --------
<S>                                                               <C>            <C>   

Current liabilities:
    Accounts payable ..........................................   $    25,149    $    34,931
    Accrued interest ..........................................        57,598         57,598
    Accrued profit sharing plan
        contribution ..........................................           845            845
    Customer deposits .........................................       129,092         40,000
    Accrued bonuses and expenses due
        officers ..............................................        82,014         99,153
     Advances Payable to Officers .............................        11,979         11,979
    Current Portion of Notes Payable ..........................         5,796          7,597
    Convertible notes payable .................................        14,000         15,000
                                                                  -----------    -----------
           Total current liabilities ..........................       326,473        267,103

Long-term liabilities:
    Notes Payable-Vehicles ....................................        24,313         24,313
                                                                  -----------    -----------
Total Long Term Liabilities ...................................        24,313         24,313

Stockholders' equity (deficit):
           Preferred stock, $1 par value;
           5,000,000 shares authorized,
           none issued ........................................          --             --
        Common stock, $.025 par value;
           900,000,000 shares authorized,
           5,214,521 shares
           issued and outstanding .............................       130,363        130,363
        Additional paid-in capital ............................     1,989,034      1,989,034
        Accumulated deficit ...................................    (2,213,593)    (2,173,479)

           Total stockholders' equity (deficit) ...............       (94,198)       (54,082)
                                                                  -----------    -----------
        Total Liabilities & Stockholder Equity ................   $   256,590    $   237,334
                                                                  ===========    ===========
</TABLE>




                                     Page 3

<PAGE>

<TABLE>
<CAPTION>


                                          INFOAMERICA, INC.

                                CONSOLIDATED STATEMENT OF OPERATIONS

                         For the Three Months Ended March 31, 1998 and 1999

                                             (Unaudited)

                                                                      For the QTR               For the QTR             12 Months
                                                                      end 3/31/99               end 3/31/98            end 12/31/98
                                                                      -----------               -----------            ------------
<S>                                                                   <C>                       <C>                    <C> 

Software Sales .........................................              $    81,170               $    86,199            $   466,106

Consulting and other sales .............................                    5,163                    18,094                 38,719
                                                                      -----------               -----------            -----------

         TOTAL INCOME ..................................                   86,334                   104,294                504,825
                                                                      ===========               ===========            ===========

Expenses

         General & Admin ...............................                  126,449                    91,337                467,160
                                                                      -----------               -----------            -----------

         TOTAL EXPENSES ................................                  126,449                    91,337                467,160
                                                                      -----------               -----------            -----------

Net Income (Loss) ......................................                  (40,115)                   12,956                 37,665
                                                                      ===========               ===========            ===========

Net Income (Loss) Per Share ............................                     (.01)                        *                    .01

Weighted Average .......................................                5,214,521                 3,405,731              5,214,521

</TABLE>


                                     Page 4

<PAGE>

<TABLE>
<CAPTION>


                                     INFOAMERICA, INC.

                       STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY

                           For the 3 months ended March 31, 1999

                                        (Unaudited)

                                    Common Stock            Additional
                                --------------------          Paid-In     Accumulated
                                Shares         Amount         Capital       Deficit
                                ------         ------       ----------    -----------
<S>                          <C>          <C>            <C>            <C>   
Balance, December 31,
     1998 ................    5,214,521    $   130,363    $ 1,989,034    ($2,173,479)

Loss for the 3
     months ended
     March 31, 1999 ......         --             --             --      ($   40,115)

Balances,
     March 31, 1999 ......    5,214,521    $   130,363    $ 1,989,034    ($2,213,594)
                            ===========    ===========    ===========    ===========

</TABLE>










                                     Page 5

<PAGE>

<TABLE>
<CAPTION>

                                     INFOAMERICA, INC.
     
                                  STATEMENT OF CASH FLOWS

                      For the 3 months ended March 31, 1999 and 1998
                                        (Unaudited)


                                                           1998         1999
                                                           ----         ----
<S>                                                    <C>          <C>  

Cash flows from operating activities:
    Net income (loss) ..............................   $  12,956    $ (40,115)

Adjustments to reconcile net income (loss)
to net cash (used in) operations:
    (Increase) decrease in officers loans ..........        --         12,147
     Depreciation and amortization .................        --          2,600
    (Increase) decrease in trade accounts
         receivable ................................      (2,333)      15,907
    Increase (decrease) in accounts payable ........      (4,308)      (9,782)
    Decrease in salaries payable ...................     (13,845)     (17,139)
    Increase (decrease) in accrued liabilities .....      (1,501)      (2,801)
    Increase in customer deposits ..................      25,000       89,092
                                                       ---------    ---------
              Total Adjustments ....................       3,013       90,025
                                                       ---------    ---------

         Net Cash Generated in Operations ..........      15,969       49,910

Cash flows from investing activities:
    Proceeds from sale of fixed assets .............        --           --
    Purchases of property and equipment ............        --           --
                                                       ---------    ---------

         Net Cash Used in Investing Activities .....        --           --

Cash flows from financing activities:
    Payments on lease ..............................        --           --
                                                       ---------    ---------
         Net Cash Used in Financing Activities .....        --           --
                                                       ---------    ---------

Net Increase in Cash ...............................      15,969       49,910

Cash Balance at Beginning of Period ................      50,255       93,557
                                                       ---------    ---------

Cash Balance at End of Period ......................   $  66,231    $ 143,467
                                                       =========    =========
</TABLE>




                                     Page 6

<PAGE>

                                INFOAMERICA, INC.

                     NOTES TO UNAUDITED FINANCIAL STATEMENTS


                                 March 31, 1999


     1. Basis of Presentation

     The balance sheet at March 31, 1999,  and the  statements of operations and
cash  flows for the  three  months  ended  March  31,  1999 and 1998,  have been
prepared  by the  Company  without  audit.  In the  opinion  of  management  the
accompanying unaudited financial statements contain all adjustments  (consisting
of only normal  recurring  accruals)  necessary for a fair  presentation  of the
financial  position as of March 31, 1999, and the results of operations and cash
flows for the periods ended March 31, 1999 and 1998.

     The financial  statements have been prepared on a going concern basis which
contemplates  the  realization  of assets and  liquidation of liabilities in the
ordinary course of business. As shown in the accompanying  financial statements,
the Company has incurred significant recurring losses and at March 31, 1999, the
Company has a working capital deficit of $123,818 and a stockholders' deficit of
$94,198.  As a result,  substantial  doubt exists about the Company's ability to
continue to fund future operations using its existing resources.

     The  Company  intends to pursue the fast food  industry  during  1999 in an
effort to expand its presence with major chain accounts for the Company's  order
entry  software.   The  Company  intends  to  reduce  operating  expenses  where
appropriate and attempt to secure  consulting  contracts with current as well as
new  customers.  Although  the  Company  is  hopeful  these  strategies  will be
successful,  there is no assurance that  sufficient cash flows will be generated
to fund current operations.

     The  financial  statements  do not  include any  adjustments  that might be
necessary should the Company be unable to continue as a going concern.

     2. Income Taxes

     No  provision  for  income  taxes is  required  at March 31,  1999 and 1998
because,  in management's  opinion,  the effective tax rate for the year will be
zero.







                                     Page 7

<PAGE>


     3. Net Income (Loss) per Share

     Net income  (loss)  per share is based on the  weighted  average  number of
shares of common stock outstanding during the three month period ended March 31,
1999 and 1998.

     4. Subsequent Event

     During  1998 and the first  three  months  of 1999,  the  Company  actively
pursued merger  opportunities as a method to provide  liquidity to shareholders.
Based on the events during the second half of 1998 and the first three months of
1999,  the  Company  anticipates  that it will enter into a contract  to acquire
three privately held  corporations  which together own and operate a small cable
television  business in Tehachapi,  California.  The Company believes this cable
business  has a value  in  excess  of $2.0  million  . In  connection  with  the
anticipated  transaction,  the Company  would  issue  securities  equivalent  to
approximately   80%  of  the  Company's  voting  common  stock.   Following  the
transaction,  the  Company  would  assume  operation  of  the  cable  television
business. Upon completion of the transaction, which would be expected during the
second quarter of 1999, the present  officers and directors would be replaced by
management  of the  acquired  corporations.  At the  time of  completion  of the
transaction,  the Company  would sell the assets  utilized by the Company to its
present  management in consideration of cancellation of obligations owed to such
persons and termination of long term employment contracts and options.  There is
no assurance such a transaction will be completed as anticipated.

     5. Year 2000 Compliance

     As of March 31,  1999,  the  Company was in the  process of  upgrading  its
proprietary  Touchware  5.0  software  package  to be year  2000  compliant  and
reviewing  Y2K  issues  affecting  its  business.  It is  anticipated  that  all
customers  will be upgraded to the new Y2K version of the Company's  software by
June,  1999.  Costs associated with completing this Y2K upgrade are expected not
to exceed $20,000.  This has been an important development project as one of the
Company's  largest  customers  has  made it a  requirement  that  Touchware  5.0
software  product be Y2K compliant by June 30, 1999.  At the present time,  this
development  effort is  proceeding  as  planned  and the  Company's  anticipates
successfully  completing  the  conversion to Y2K compliance by June 30, 1999. We
have employed outside  consultants to assist in this compliance process and none
of  these  experts  believe  there  will  be  any  problem  complying  with  Y2K
specifications.  The Company's  internal systems are totally manual and will not
be impacted by Y2K computer software  problems.  The Company does not anticipate
that Y2K readiness of the computer  systems of its  suppliers or customers  will
affect the Company's business;  however,  like all businesses,  and particularly
businesses in the technology  sector, the Company can give no assurances that it
will not be adversely affected by Y2K problems of others.



                                     Page 8

<PAGE>



I.   CHANGES IN FINANCIAL CONDITION

     Working  Capital  declined  during the first three  months of 1999 due to a
significant loss associated primarily with developing a Y2K compliant version of
the Company's  proprietary  software  package.  It is not  anticipated  that the
Company's  financial  condition  will continue to  deteriorate  at the same rate
during the  balance of 1999.  If  expenses  continue  to  substantially  overrun
revenues, the Company will attempt to raise investment capital and/or consulting
contracts  to sustain  operations.  There is no  assurance  the Company  will be
successful in securing such investment capital or consulting contracts.

II.  RESULTS OF OPERATIONS

     Revenues:

          1st Quarter 1999 vs. 1998:  1999 first  quarter  results  declined 17%
from  1998  levels  as 1999  first  quarter  results  reflected  a slow  down in
consulting fees versus 1998. One of the Company's major customers  insisted that
the Company's proprietary Touchware product be Y2K compliant by early 1999. As a
result,  a major  development  and testing effort was expended  during the first
quarter to create a Y2K compliant version.  This focus on Y2K compliance impeded
the Company's  efforts to generate  revenues from other possible paid consulting
projects.

     Expenses:

          1st Quarter 1999 vs. 1998: 1999  year-to-date  expenses  increased 38%
from 1998 levels due primarily to increased use of outside  consulting  services
needed  to create a Y2K  version  of the  Company's  proprietary  software.  The
Company experienced a turnover with a key engineer in mid 1998. The loss of this
engineer  resulted in the Company hiring two consulting  groups to assist in the
Y2K effort at the end of 1998 and first quarter  1999.  The expense of these two
organizations  resulted in Consulting  Expenses  increasing  $28,000 relative to
first quarter 1998.

     Income:

          1st Quarter 1999 vs. 1998: 1999 year-to-date  profit decreased $53,071
from 1998 levels reflecting reduced revenues and increased  expenses  associated
with the Y2K  compliance  effort  noted  above.  The Y2K impact was  significant
because of the loss of a key  employee  during 1998 and the  subsequent  need to
contract  with  two  third  party  consulting  organizations  that  resulted  in
additional  expenses.  Coupled  with  higher  expenses  was the loss of  revenue
opportunities  since all  resources  were focused on either Y2K  development  or
testing.












                                     Page 9

<PAGE>


ITEM 6 -- EXHIBITS AND REPORTS ON FORM 8K

       A. Exhibits

          Exhibit 27--Financial Data Schedule






                                   SIGNATURES

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



                                          INFOAMERICA, INC.


Date:  May 14, 1999                       By  /s/ Paul F. Knight
                                             -----------------------------------
                                              Paul F. Knight, President and
                                              Chief Financial Officer













                                     Page 10


<PAGE>


                                  Exhibit Index



Exhibit                 Description
-------                 -----------

27.0                    Financial Data Schedule




























                                       
                                     Page 11