SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

   
                                  FORM 10-QSB/A
    

                   Quarterly Report Under Section 13 or 15(d)
                     of The Securities Exchange Act of 1934




     For the Quarter Ended                      Commission File Number
       September 30, 1998                              0-13338

                                INFOAMERICA, INC.
                           2600 Canton Court, Suite G
                          Fort Collins, Colorado 80525
                            Telephone: (970) 221-5599



        Colorado                                       84-0853869
 ----------------------                             ------------------
(State of Incorporation)                           (I.R.S. Employer
                                                    Identification No.)



     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.

Yes   [X]        No  [ ]

As of September  30, 1998,  Registrant  had  5,216,410  shares of its $0.025 par
value common stock issued and outstanding.





                                     Page 1

<PAGE>

<TABLE>
<CAPTION>
                                  BALANCE SHEET

                                     ASSETS
                               September 30, 1998

                                                                Unaudited       Audited
                                                                 9/30/98        12/31/97
                                                                 -------        --------

<S>                                                          <C>            <C>        
Current assets:
    Cash .................................................   $    34,327    $    50,255
    Accounts receivable:
        Trade, net of allowance for
           doubtful accounts of $-0- .....................        90,609         38,632
                                                             -----------    -----------
           Total current assets ..........................       124,936         88,887

Property and equipment, at cost:
    Furniture and fixtures ...............................        35,344         35,344
    Vehicles .............................................        52,170         52,170
    Computer equipment ...................................        75,662         75,662
                                                             -----------    -----------
                                                                 163,176        163,176
        Less accumulated depreciation ....................        95,434         87,635
                                                             -----------    -----------
           Net property and equipment ....................        67,741         75,541

Other assets:
    Deposits .............................................         1,598          1,598
                                                             -----------    -----------
    Total Assets .........................................   $   194,275    $   166,026
                                                             ===========    ===========

























                                     Page 2

<PAGE>

<CAPTION>

                                INFOAMERICA, INC.
                                  BALANCE SHEET

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                               September 30, 1998

                                                                 9/30/98       12/31/97
                                                                 -------       --------
<S>                                                          <C>            <C>        
Current liabilities:
    Accounts payable .....................................   $     5,717    $    10,019
    Accrued salaries and payroll taxes ...................          --            4,387
    Accrued interest .....................................        56,548         52,924
    Accrued profit sharing plan
        contribution .....................................        14,543         14,542
    Customer deposits ....................................        40,000         40,000
    Accrued bonuses and expenses due
        officers .........................................        50,080         63,925
    Advances Payable to Officers .........................        11,979         11,979
    Current Portion of Notes Payable .....................          --            6,972
    Convertible notes payable ............................          --           15,000
    Deferred revenue .....................................        15,000         15,000
                                                             -----------    -----------
           Total current liabilities .....................       193,868        234,748

Long-term liabilities:
    Convertible notes payable - officers .................          --           50,000
    Notes Payable-Vehicles ...............................        33,709         31,838
                                                             -----------    -----------
Total Long Term Liabilities ..............................        33,709         81,838

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,
           5,216,410 shares issued .......................       128,623         83,356
        Additional paid-in capital .......................     2,005,772      1,977,228
        Accumulated deficit ..............................    (2,167,698)    (2,211,144)
                                                             -----------    -----------
           Total stockholders' equity (deficit) ..........       (33,301)      (150,560)
                                                             -----------    -----------

        Total Liabilities & Stockholder Equity ...........   $   194,275    $   166,026
                                                             ===========    ===========
</TABLE>









                                     Page 3

<PAGE>

<TABLE>
<CAPTION>

                               INFOAMERICA, INC.

                             STATEMENT OF OPERATIONS

              For the Nine Months Ended September 30, 1998 and 1997

                                   (Unaudited)

                                       For the Qtr.   For the Qtr.     For the 9           For the 9
                                          Ended          Ended        Mos. Ended          Mos. Ended
                                         9/30/98        9/30/97         9/30/98             9/30/97
                                       ----------     -----------     ----------          ----------
<S>                                  <C>                 <C>               <C>                 <C>    
Software Income ................     $   115,971         124,193           344,546             282,760

Interest .......................           1,240             186             1,240                 440

Miscellaneous ..................           1,800           7,670            19,894             114,020
                                        --------       ---------         ---------           ---------
        TOTAL INCOME ...........     $   119,011      $  132,049        $  365,681          $  397,221
                                        ========       =========         =========           =========
Expenses

  Sales Promotion
        & Advertising ..........            --               721             --                  4,215

 General & Admin ...............         106,499         100,433           322,235             346,033
                                        --------       ---------         ---------           ---------
        TOTAL EXPENSES..........      $  106,499      $  101,154        $  322,235          $  350,248
                                        --------       ---------         ---------           ---------

Net Income (Loss) ..............      $   12,512      $   30,895        $   43,446          $   46,973
                                        ========       =========         =========           =========

Net Income (Loss)
        Per Share ..............      $     .003      $     .009        $     .012          $     .013
                                        ========       =========         =========           =========

Weighted Avg. Shares ...........       3,660,000       3,660,000         3,660,000           3,660,000
</TABLE>










                                     Page 4

<PAGE>

<TABLE>
<CAPTION>



                                INFOAMERICA, INC.

                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY

                    For the 9 months ended September 30, 1998

                                   (Unaudited)

                                             Common Stock         Additional
                                        ----------------------     Paid-In    Accumulated
                                        Shares          Amount     Capital      Deficit
                                        ------          ------    ----------  -----------
<S>                                   <C>         <C>           <C>           <C>         
Balance, December 31,
     1997 .......................     3,405,731   $    83,356   $ 1,977,228   ($2,211,144)

Common Stock issued
 as compensation to employees
 and consultants at $.038 and $.025
 per share ......................     1,810,679   $    45,267   $    15,120


Profit for the 9
     months ended
     September 30, 1998 .........                                             $    43,446
                                     ----------     ---------     ---------    ----------
Balances,
     September 30, 1998 ..........    5,216,410   $   128,623   $ 2,005,772   $(2,167,698)
                                     ==========     =========     =========    ==========
</TABLE>

















                                     Page 5

<PAGE>

<TABLE>
<CAPTION>

                                INFOAMERICA, INC.

                             STATEMENT OF CASH FLOWS

               For the 9 months ended September 30, 1998 and 1997

                                   (Unaudited)

                                                                       1997         1998
                                                                       ----         ----
<S>                                                                 <C>          <C>     
Cash flows from operating activities:
    Net income (loss) ..........................................    $ 46,973     $ 43,446

Adjustments  to reconcile  net income  (loss)
 to net cash  provided by (used in) operations:
    Common stock issued for services ...........................        --           --
      Depreciation and amortization ............................        --          7,799
    (Increase) decrease in trade accounts
         receivable ............................................      66,944      (51,977)
    (Increase) decrease in other current assets ................        --           --
    Increase (decrease) in accounts payable ....................     (12,683)      (4,302)
    Decrease in salaries payable ...............................        (569)     (13,845)
    Increase (decrease) in accrued liabilities .................     (11,466)       8,049
    Decrease in customer deposits ..............................     (82,250)        --
                                                                    --------     --------
Total Adjustments ..............................................     (40,024)     (54,276)
                                                                    --------     --------
         Net Cash Provided by (Used in) Operations .............       6,949      (10,830)

Cash flows from investing activities:
    Proceeds from sale of fixed assets .........................        --           --
    Purchases of property and equipment ........................      (2,293)        --
                                                                    --------     --------
         Net Cash Used in Investing Activities .................      (2,293)        --

Cash flows from financing activities:
    Payments on notes payable ..................................        --         (5,101)
                                                                    --------     --------

         Net Cash Used in Financing Activities .................        --         (5,101)
                                                                    --------     --------

Net Decrease in Cash ...........................................       4,656      (15,928)

Cash Balance at Beginning of Period ............................      34,201       50,255
                                                                    --------     --------
Cash Balance at End of Period ..................................    $ 38,858     $ 34,327

</TABLE>






                                     Page 6

<PAGE>


                                INFOAMERICA, INC.

                     NOTES TO UNAUDITED FINANCIAL STATEMENTS


                               September 30, 1998



     1. Basis of Presentation

     The balance sheet at September 30, 1998,  and the  statements of operations
and cash flows for the nine months ended  September 30, 1998 and 1997, 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 September 30, 1998,  and the results of operations and
cash flows for the periods ended September 30, 1998 and 1997.

     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 September 30, 1998,
the Company has a working capital deficit of $68,932 and a stockholders' deficit
of $33,301.

     The Company has pursued the fast food industry  during 1998 in an effort to
establish pilot programs with major chain accounts for the Company's order entry
software.  The Company  intends to attempt to secure  consulting  contracts with
current as well as new  customers.  Although  the Company is hopeful  these cost
cutting  and  revenue  generating  strategies  will be  successful,  there is no
assurance  that  sufficient  cash  flows  will  be  generated  to  fund  current
operations. (See Note 4 below)

     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 September  30, 1998 and 1997
because,  in management's  opinion,  the effective tax rate for the year will be
zero.

     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 nine month period ended September
30, 1998 and 1997.





                                     Page 7

<PAGE>




     4. Subsequent Event

     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
fourth  quarter,  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,  surrender of securities  owned 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 September  30, 1998,  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 January 31, 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 January 31, 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  improved  during the first nine months of 1998 due to the
nominal  profit  performance.  It is  anticipated  that the Company's  financial
condition  will  remain  the same  during  the  balance of 1998 if new fast food
contracts are realized. If revenues do not materialize as expected,  the Company
will seek 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.

     The  Company is  actively  seeking a company in order to complete a reverse
merger.  The goal of this merger is to add value to the  Company's  common stock
and create value for the shareholders.

     II. RESULTS OF OPERATIONS

     Revenues:

          Year-to-date  1998 vs.  1997:  1998 YTD results  declined 8% from 1997
levels  as 1997 nine  month  results  included  payment  for a major  consulting
project started in 1995.

     Expenses:

          Year-to-Date  1998 vs. 1997: 1998 year-to-date  expenses  decreased 8%
from 1997 levels due primarily to decreased use of outside consulting services.

         Income:

          Year-to-Date 1998 vs. 1997: 1998 year-to-date  profit decreased $3,527
from 1997 levels as expenses did not decline as rapidly as revenues.






















                                     Page 9

<PAGE>

     ITEM 6 -- EXHIBITS AND REPORTS ON FORM 8K

          A. Exhibits -- None






                                   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: March __, 1998                              /s/ Paul F. Knight
                                                  ------------------------------
                                                  Paul F. Knight, President and
                                                  Chief Financial Officer





                                                      
























                                    Page 10