UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the quarterly period ended June 30, 2001
Commission file number:

FINITY HOLDINGS, INC.
---------------------------------------
(Name of small business issuer specified in its charter)

State or other jurisdiction of incorporation or organization: Delaware

I.R.S. Employer Identification No.: 11-3210792

1157 North 5th Street, Abilene, Texas 79601
(Address of principal executive offices, including zip code)

510-666-1214
 ---------------------------
(Issuer's telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last
report)

Check whether the issuer: (i) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (ii) has been
subject to such filing requirements for the past 90 days. Yes [X] No [  ]

The number of shares outstanding of the issuer's Common Stock as of June 30,
2001 was 49,511,512 shares.

Transactional Small Business Disclosure Format (Check one): Yes [  ] No [X]

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

       FINITY HOLDINGS, INC. AND SUBSIDIARIES
       Consolidated Balance Sheets - Unaudited

                                              September 30,       December 31,
Assets                                                 2001              2000

Current assets
   Cash and cash equivalents                    $    4,207       $  1,899,945
   Interest bearing deposits with banks                  -            300,000
   Accounts receivable, net                        200,000          2,246,179
   Prepaid expenses and other assets                     -            848,237
                                               ------------------------------
      Total current assets                         204,207          5,294,361

Premises and equipment                                   -          1,823,390
   Less accumulated depreciation                         -            937,793
                                               ------------------------------
   Net property and equipment                                         885,597

Other assets
   Deferred tax asset                                    -             47,461
   Other assets                                          -             90,000
      Total other assets                                 -            137,461
                                               ------------------------------

Total assets                                    $  204,207       $  6,317,419
                                               ------------------------------



Liabilities and Shareholders' Equity

Liabilities
   Accounts payable                             $   42,267        $ 3,944,437
   Accrued expenses and other liabilities           20,000            786,965
   Current portion of note payable
    - American State Bank                                -            128,021
   Notes payable - related party                    48,000            850,000
                                               ------------------------------
      Total current liabilities                    110,267          5,709,423

Shareholders' equity
   Common stock, $.001 par value; 100,000,000
   Shares authorized; 49,511,512 outstanding
   at September 30, 2001; 50,511,512 shares
   outstanding at December 31, 2000                 49,512             50,512
   Additional paid-in capital                    8,379,096          8,379,096
   Accumulated deficit                          (8,334,668)        (7,821,612)
                                               ------------------------------
      Total shareholders' equity                    93,940            607,996
                                               ------------------------------
Total liabilities and shareholders' equity    $    204,207        $ 6,317,419
                                               ------------------------------

The accompanying notes are an integral
part of these consolidated financial statements.

FINITY HOLDINGS, INC. AND SUBSIDIARIES
Consolidated Income Statements - Unaudited



                                  For the Three Months      For the Nine Months
                                    Ended September 30,      Ended September 30,
                                   2001           2000      2001           2000
                                -----------------------------------------------
Revenue
   Credit card revenue          $       -   $  366,667   $  710,967 $   967,497
   Mail operations revenue              -       12,221       24,550      34,719
   Merchant processing fees             -       214,902     236,768     725,594
   Other                                -           293       2,940         586
                                -----------------------------------------------
Total operating revenue                         594,083     975,225   1,728,396

Expenses
   Salaries and employee benefits       -       742,155     970,831   2,258,532
   Equipment and software lease         -       435,422     580,501   1,299,646
   Facilities rent                      -        64,562     101,925     207,305
   Repairs and maintenance              -        70,151     124,471     246,303
   Depreciation                         -        82,165     140,180     246,389
   Computer and office supplies         -        20,474      19,526      80,773
   Telephone                            -        73,930     108,941     242,983
   Prof. and outside services      22,800       108,630     235,197     362,352
   Travel and entertainment             -        63,672      19,031     163,027
   Loss on writedown of investment      -             -      90,000           -
   Other operating expenses         5,517       126,624     203,742     432,423
                                -----------------------------------------------
      Total expenses               28,317     1,787,785   2,594,345   5,539,733
                                -----------------------------------------------

Loss from operations              (28,317)   (1,193,702)  (1,619,120)(3,811,337)

Other income (expense)
   Miscellaneous                  109,605             -      109,605          -
   Interest income                      -        10,241        7,050     30,377
   Interest expense                     -       (12,161)     (68,789)   (65,729)
                                -----------------------------------------------
    Total other income (expense)  109,605        (1,920)      47,866    (35,352)
                                -----------------------------------------------


Income (loss) before tax           81,288    (1,195,622)  (1,571,254)(3,846,689)

   Income tax expense                  -              -       47,461          -
                                -----------------------------------------------

Net income (loss) before
extraordinary item                81,288     (1,195,622)  (1,618,715)(3,846,689)

Extraordinary item - gain
 on sale of subsidiaries               -              -    1,105,659          -
                                -----------------------------------------------

Net income (loss)                 81,288     (1,195,622)   (513,056) (3,846,689)
                                -----------------------------------------------


Earnings (loss) per share before extraordinary item
   Basic                        $  0.002      $  (0.03)   $  (0.03)   $  (0.10)
   Diluted                         0.002         (0.03)      (0.03)      (0.10)

Earnings (loss) per share
   Basic                           0.002         (0.03)      (0.01)      (0.10)
   Diluted                         0.002         (0.03)      (0.01)      (0.10)



The accompanying notes are an integral
part of these consolidated financial statements.


FINITY HOLDINGS, INC. AND SUBSIDIARIES
Consolidated Statements of Changes in Shareholders' Equity - Unaudited



                              Common Stock     Paid-In              Accumulated
                          Shares    Amount     Capital     Deficit        Total
                          -----------------------------------------------------

Balance
   -December 31, 1999 38,511,512 $  38,512 $ 5,891,096 $(3,162,150) $ 2,767,458

   Net loss                    -         -           -  (4,659,462)  (4,659,462)

   Issuance of
   common stock       12,000,000    12,000   2,488,000           -    2,500,000
                          -----------------------------------------------------

Balance
   -December 31, 2000 50,511,512    50,512   8,379,096  (7,821,612)     607,996

   Net loss                    -         -           -    (513,056)    (513,056)

   Common stock
   retired            (1,000,000)   (1,000)          -           -       (1,000)
                          -----------------------------------------------------

Balance
   -September 30, 2001 49,511,512 $ 49,512  $8,379,096 $(8,334,668)   $  93,940
                          -----------------------------------------------------

The accompanying notes are an integral
part of these consolidated financial statements.


FINITY HOLDINGS, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows - Unaudited


                                           For the Three Months      For the
Nine Months
                                             Ended September 30,      Ended
September 30,
                                            2001           2000       2001
2000
                                       -----------------------------------------
--------
Cash flows from operating activities
  Net income (loss)                    $  81,288   $(1,195,622)  $(513,056)
$(3,846,689)
  Adjustments to reconcile net income to
  net cash provided by operations
  Depreciation and amortization                -        82,165     140,180
246,389
  Deferred income tax expense                  -             -      47,461
-
  Gain on the sale of subsidiaries             -             -  (1,105,659)
-
  Loss on writedown of investment              -             -      90,000
-
  (Increase) decrease in
   Accounts receivable                         -    (1,013,722)  1,461,395
(1,198,037)
   Prepaid expenses and other assets           -      (464,018)    119,234
(504,517)
  Increase (decrease) in
   Accruals and accounts payable         (85,289)    3,191,419    (439,785)
2,857,759
                                       -----------------------------------------
--------
Net cash provided by
  (used in) operating activities         ( 4,001)      600,222    (200,230)
(2,445,095)

Cash flows from investing activities
   Purchase of fixed assets                    -        (2,557)    (77,940)
(7,524)
   Proceeds from sale of fixed assets          -             -           -
-
   Proceeds from interest bearing deposit      -             -     200,000
-
   Sale of subsidiaries, net of cash sold      -             -    (858,747)
-
                                       -----------------------------------------
--------
Net cash used in
investing activities                           -        (2,557)   (736,687)
(7,524)

Cash flows from financing activities
   Payments on lines of credit,
   net of proceeds                             -       246,077    (958,821)
244,192
   Proceeds from the sale of stock             -       500,000           -
2,500,000
Net cash provided by
(used in) financing activities                 -       746,077    (958,821)
2,744,192
                                       -----------------------------------------
--------

Net (decrease) increase in
cash and cash equivalents                ( 4,001)     1,343,742 (1,895,738)
291,573

Cash and cash equivalents
at beginning of period                     8,208      1,081,571  1,899,945
2,133,740
                                       -----------------------------------------
--------

Cash and cash equivalents
at end of period                        $  4,207    $ 2,425,313 $    4,207   $
2,425,313
                                       -----------------------------------------
--------

Supplemental disclosure of cash flow information
Interest paid                           $      -    $    23,504 $   15,886   $
72,826

The accompanying notes are an integral
part of these consolidated financial statements.

NOTE 1: Summary of Significant Accounting Policies

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of
Finity Holdings, Inc. (the  Company) and the results of operations and cash
flows for its wholly-owned subsidiaries, Finity Corporation  (Finity) and Fi-
Scrip, Incorporated (Fi-Scrip), through May 31, 2001. As more fully described
in Note 2, the  Company sold all of the outstanding stock of both subsidiaries
effective June 1, 2001. Intercompany accounts and transactions have been
eliminated.

Organization and Nature of Operations

The Company was organized under the laws of the State of Delaware on February 5,
1993. The Company completed a private offering of its common stock in November
1993.

Finity was incorporated on October 21, 1983, pursuant to the provisions of the
Texas Business Corporation Act. Finity's business activities include the
processing of credit card purchases for numerous businesses in  various
industries throughout the United States and data processing for various banks.

Fi-Scrip, a Nevada corporation, engages in the financial services business by
marketing computer processing  services for automated teller machines
transactions, debit terminal transactions and electronic benefits  transfer
system transactions. Fi-Scrip contracts with merchants and independent service
organizations for  deployment of terminals and services.

Management Representation

Management believes the financial statements include all adjustments necessary
in order to present a fair  presentation and ensure that the financial
statements are not misleading.

Per Share Data

In February 1997, Statement of Financial Accounting Standards (SFAS) No. 128,
Earnings Per Share was issued.  Under SFAS 128, net earnings per share (EPS) are
computed by dividing net earnings by the weighted average  number of shares of
common stock outstanding during the period. SFAS 128 replaces fully diluted EPS,
which  the Company was not previously required to report, with EPS, assuming
dilution. The Company adopted SFAS 128  effective December 31, 1998. The effect
of this accounting change on previously reported EPS data is not  significant.

The computation of basic earnings (loss) per share of common stock for the three
months and nine months  ended September 30, 2001 is based on weighted average
shares outstanding of 49,511,512 and 50,064,626,  respectively. No potential
common shares existed in the three months and nine months ended September 30,
2001; therefore, basic loss per share equals diluted loss per share in those
periods. The computation of  basic earnings (loss) per share of common stock for
the three months and nine months ended September 30,  2000 is based on weighted
average shares outstanding of 38,566,457 for both periods. The computation of
diluted earnings (loss) per share of common stock for the three months and nine
months ended September 30,  2000 is based on weighted average number of shares
and equivalent shares outstanding of 44,452,975 for both  periods; however,
diluted earnings per share equals basic earnings per share because the effect of
common  stock equivalents would be anti-dilutive.

NOTE 2:    Extraordinary Item - Sale of Subsidiaries

On June 5, 2001, the Company completed the sale of all of the outstanding
capital stock of the Company's  wholly owned subsidiaries, Finity and Fi-Scrip,
(the Target Companies), to Rationale, Inc., a Nevada  corporation (Rationale)
(the Transaction), for the consideration and upon the terms as set forth in the
Stock Purchase Agreement dated as of June 1, 2001 by and between the Company and
Rationale (the Stock  Purchase Agreement).

Pursuant to the Stock Purchase Agreement, the Company received as consideration
for the Transaction a non- negotiable promissory note due on October 1, 2001for
$  200,000. The note was paid on October 1, 2001. The  consideration exchanged
by the parties was negotiated at arms length between the Company and Rationale.

In accordance with the terms of the Stock Purchase Agreement, Rationale further
agreed to (i) pay the  Company the aggregate amount of $  1,000,000 to be used
to pay the Target Companies' trade payables, (ii)  loan the Target Companies,
for a period of time concluding on October 1, 2001, an amount equal to the
difference between the Target Companies current ordinary and necessary expenses
and operating revenue, to  the extent the Target Companies current ordinary and
necessary business expenses exceed operating revenue,  on an aggregate basis,
and (iii) contribute capital to Finity in the amount of $  250,000 to be used to
pay  certain obligations pursuant to a software license agreement.

Prior to the consummation of the Transaction, CNG Financial Corporation (CNG),
owner of 67% of the  outstanding common stock of the Company (Shareholder), in
addition to an equity investment of $  5.0  million, the Shareholder had made
several loans to the Company in the aggregate amount of $  1,317,402 (the
Shareholder Loans). The Company used the proceeds of the Shareholder Loans to
make inter-company loans to  Finity and Fi-Scrip in amounts of $  1,032,402 and
$  285,000 respectively to fund the Target Companies'  operations.

In connection with the terms of the Transaction, the Shareholder purchased a
convertible promissory note in  the amount of $  1,032,402 from Finity and a
convertible promissory note in the amount of $  285,000 from  Fi-Scrip (the
Convertible Notes). Finity and Fi-Scrip used the proceeds from the sale of the
Convertible  Notes to repay their respective inter-company obligations to the
Company. The Company then paid the  Shareholder the $  1,317,402 due and payable
under the Shareholder Loans. The Convertible Notes each have a  term of five
years, and bear interest at the rate of 10% per annum payable in quarterly
installments. Each  of the Convertible Notes is convertible after June 1, 2002
into a 50% equity interest in the Target  Companies on a fully diluted basis.

The gain on sale of the outstanding shares of Finity and Fi-Scrip, reflected as
an extraordinary item in the  accompanying financial statements, was computed as
follows on June 1, 2001:

Noninterest-bearing note receivable due October 1, 2001           $  200,000
Cash paid to Finity Corporation prior to May 31, 2001                250,000
Total consideration                                                  450,000

Investment in stock of Finity Corporation                         (4,136,460)
Advances to Finity Corporation                                     3,698,832
Investment in stock of Fi-Scrip, Inc.                               (398,590)
Advances to Fi-Scrip, Inc.                                           180,559
Total accounting basis in subsidiaries                              (655,659)

  Extraordinary item - gain on the sale of subsidiaries         $  1,105,659

NOTE 3:    Income Taxes

The Company files a consolidated federal income tax return; however, federal
income taxes are allocated  between the Company and its subsidiaries based on
statutory rates. The federal income tax return filed by  the Company will
include the operations of the subsidiaries through May 31, 2001. The terms of
the Stock  Purchase Agreement described in Note 2 include an allocation of
substantial net operating losses to the  subsidiaries sold. The tax basis of the
subsidiaries sold is substantially greater than the accounting basis  due to the
previous write-off of goodwill for financial reporting purposes in the year
ended December 31,  1999. Accordingly, the Company expects that no liability for
federal income taxes exists at September 30,  2001. The Company has determined
that net operating losses unallocated and remaining with the Company are
unlikely to be fully utilized; therefore, no deferred tax assets are included in
the accompanying financial  statements with respect to those losses.


NOTE 4:    Related Party Transactions

In June 2001, the Company issued promissory notes to CNG, the Company's primary
shareholder, in the  principal sum of $  20,000. The noninterest-bearing note
was due on October 2, 1001. The note has not been  discounted in the
accompanying financial statements to reflect a below market rate due to the
short term  nature of the note.  The note has been discounted in the
accompanying financial statements to reflect a  negotiated amount settled and
paid in October, 2001. The amount discounted has been reflected in
miscellaneous income in the three months ended September 30, 2001.

In June 2001, the Company issued promissory notes to certain directors of the
Company in satisfaction of  director's fees payable as of May 31, 2001. The
noninterest-bearing notes were due on October 2, 2001. The  notes have not been
discounted in the accompanying financial statements to reflect a below market
rate due  to the short term nature of the note2. The notes have been discounted
in the accompanying financial  statements to reflect a negotiated amount settled
and paid in October, 2001. The amount discounted has been  reflected in
miscellaneous income in the three months ended September 30, 2001.

For the three months and nine months ended September 30, 2001, revenue from CNG,
the Company's primary  shareholder, accounted for approximately $  0 and $
184,733 or 0% and 15% of the Company's total revenue,  respectively. Expenses
billed to the Company by CNG amounted to $  0 and $  94,233 for the three and
nine  month periods ended September 30, 2001, respectively.

The Company entered into an agreement with Gary K. Jennings, the Company's
interim president, to sell the  subsidiaries and locate and negotiate with a
business entity for a combination with the Company. The terms  of the agreement
specify certain compensation to Mr. Jennings upon successful sale of the
Company. Mr.  Jennings received $  35,000 in management fees from the Company in
the three and nine month periods ended  September 30, 2001.


NOTE 5:    Subsequent Events

On July 13, 2001, The United States District Court for the Southern District of
California filed an Order  Granting Defendant's Motion to Dismiss with Prejudice
for Failure to Prosecute in the case of Eric Grant v.  Douglas R. Baetz, Glenn
M. Gallant, Columbia Capital Corp., First Independent Computers and Does 1-100,
Case  No. 00-CV01527-J(BEN). Finity Holdings, Inc. was a party to this
litigation as a successor in interest to  Columbia Capital Corporation. Pursuant
to the terms of the Order, Plaintiff's class action lawsuit was  dismissed with
prejudice based upon the failure to prosecute and plaintiff's inaction and
failure to comply  with the Court's Order to serve an amended complaint upon the
defendants by March 23, 2001.

NOTE 5:    Subsequent Events

The Company negotiated various settlement amounts for certain accounts payable
previously recorded as  accounts payable. The amounts negotiated were paid in
October, 2001. As a result, accounts payable have been  stated in the
accompanying balance sheet at the negotiated amounts and the discounts have been
reflected in  miscellaneous income in the three months ended September 30, 2001.

On October 1, 2001, the Company received the $  200,000 payment on the note
receivable recorded in the  accompanying balance sheet.


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

This report, including the disclosures below, contains certain forward-looking
statements that involve  substantial risks and uncertainties. Unless the context
otherwise requires, the term "Company" refers to Finity Holdings, Inc. and its
formerly wholly-owned subsidiaries, Finity Private and Fi-Scrip, through which
the Company principally conducted its business operations until May 31, 2001.
When used herein, the  terms "anticipates," "expects," "estimates," "believes"
and similar expressions, as they relate to the  Company or its management, are
intended to identify such forward-looking statements. The Company's actual
results, performance or achievements may differ materially from those expressed
or implied by such forward- looking statements. Factors that could cause or
contribute to such material differences include inability  to replace lost
business, inability to generate sufficient additional capital, consolidation of
banks and  other financial institutions, government regulation, competition and
various other factors discussed in  this report and in the Company's Annual
Report on Form 10-KSB for the year ended December 31, 2000.

OVERVIEW OF PRESENTATION

The following should be read in conjunction with our Consolidated Financial
Statements which appear above.  Furthermore, we filed two 8-K documents during
the month of July, 2001. The Company has included in this Report the unaudited
consolidated financial statements of the Company for  the three (3) months ended
September 30, 2001 and 2000, which include the consolidated balance sheets of
the  Company as of September 30, 2001 (unaudited) and December 31, 2000
(audited), and the related consolidated  income statements and statements of
changes in shareholders' equity and cash flows for the three (3) month  periods
ended September 30, 2001 and 2000. The consolidated income statements and
statements of cash flows of  the Company for the three (3) months ended
September 30, 2001 and 2000, which form a part of the Company's  consolidated
financial statements for such periods, reflect the consolidated results of
operations and cash  flows of the parent holding company, Finity Private and Fi-
Scrip.

PLAN OF OPERATION

We were organized under the laws of the State of Delaware on February 5, 1993.
We formerly operated through  two wholly-owned subsidiaries, Finity Private and
Fi-Scrip. We sold all of our stock in Finity Private and  Fi-Scrip effective
June 1, 2001. The sale of these two subsidiaries leaves us without any
significant  operations.

We do not plan to have any significant operations in the next 12 months. We do
not plan any research and  development, nor do we expect to make significant
purchases or sale of any assets. Currently, Finity has  one employee, Gary K.
Jennings, who is serving as interim President. We do not expect any change in
the  number of employees.

Finity is a shell corporation, and we are seeking an acquisition candidate.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

Because we have ceased operations and sold off our operating subsidiaries, our
recent operating history  offers little or no guidance with respect to our
financial performance in the future. Because we have no  significant operations,
we do not expect to have any revenues in the next twelve months. Nor do we
expect  to have significant operating expenses in the next twelve months except
for compensation for the interim  president and legal and accounting expenses.
Therefore, because we have minimal operations, we can satisfy  our cash
requirements for two to four months. When our cash is exhausted, we will either
need to raise  additional funds or cease all operations.

There are uncertainties that may have a material impact upon our liquidity.
Specifically, shareholders  Douglas Baetz and Glenn Gallant have advised us
through their attorney that they expect to bring an action  against the company.
They have failed, however, to fully articulate the nature of their claims. If
these  shareholders bring such a claim, we will be unable to defend the action
and will likely need to cease all  operations. We have no internal or external
sources of liquidity.

FINITY HOLDINGS, INC.
Dated: November 19, 2001 By:


/s/-------------------------------
Gary Jennings, President


Dated: November 19, 2001 By:

/s/ -------------------------------
Scott McDonald, Accountant