FORM 10-Q
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

|X|   QUARTERLY  REPORT  PURSUANT  TO  SECTION  13 OR 15 (D)  OF THE  SECURITIES
      EXCHANGE ACT OF 1934

            For Quarter Ended: SEPTEMBER 30, 2005

|_|   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF
      1934

            For the transition period from ______________ to ______________

                         Commission File Number: 0-14786

                                 AUTOINFO, INC.
             (Exact name of Registrant as specified in its charter)

           DELAWARE                                    13-2867481
(State or other jurisdiction of          (I.R.S. Employer Identification number)
incorporation or organization)

               6413 Congress Ave., Suite 260, Boca Raton, FL 33487
                     (Address of principal executive office)

                                 (561) 988-9456
              (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.

                                 YES |X| NO |_|

Indicate  by check mark  whether  the  Registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Exchange Act).

                                 YES |_| NO |X|

Indicate  by check mark  whether  the  Registrant  has filed all  documents  and
reports  required  to be filed by  Sections  12,  13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court.

                                 YES |X| NO |_|

Number of shares outstanding of the Registrant's common stock as of November 10,
2005: 31,623,856 shares of common stock.

<PAGE>

                         AUTOINFO, INC. AND SUBSIDIARIES

                                      INDEX

Part I.  Financial Information:

<TABLE>
<CAPTION>
                                                                                               Page
<S>                                                                                 <C>
Item 1.       Consolidated Financial Statements:

              Balance Sheets
                September 30, 2005 (unaudited) and December 31, 2004 (audited).................  3

              Statements of Income (unaudited)
                Three and nine months ended September 30, 2005 and 2004........................  4

              Statements of Cash Flows  (unaudited)
                Nine months ended September 30, 2005 and 2004..................................  5

              Notes to Unaudited Consolidated Financial Statements.............................  6

Item 2.       Management's Discussion and Analysis of Financial
                Condition and Results of Operations............................................ 10

Item 3.       Quantitative and Qualitative Disclosures About Market Risk..........  Not applicable

Item 4.       Controls and Procedures.......................................................... 15

Part II.  Other Information.................................................................... 15

Signatures    ................................................................................. 17
</TABLE>


                                       2
<PAGE>

                         AUTOINFO, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                           September 30,    December 31,
                                                               2005            2004
                                                            Unaudited         Audited
                                                           -------------   -------------
<S>                                                        <C>             <C>
ASSETS

Current assets:
   Cash                                                    $    418,000    $     38,000
   Accounts receivable                                       11,601,000       9,658,000
   Other current assets                                         290,000         679,000
   Deferred income taxes (Note 2)                               429,000         369,000
                                                           ------------    ------------

        Total current assets                                 12,738,000      10,744,000

Fixed assets, net of accumulated depreciation                   316,000          69,000

Deferred income taxes (Note 2)                                1,054,000         952,000

Other assets                                                         --          30,000
                                                           ------------    ------------

                                                           $ 14,108,000    $ 11,795,000
                                                           ============    ============

LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities
   Loan payable                                            $    747,000    $  1,998,000
   Accounts payable and accrued liabilities                   7,436,000       5,385,000
                                                           ------------    ------------
        Total current liabilities                             8,183,000       7,383,000
                                                           ------------    ------------

Stockholders' Equity
   Preferred stock - authorized 10,000,000 shares
      $.001 par value; issued and outstanding - 0 shares
      as of September 30, 2005 and December 31, 2004                 --              --
   Common stock - authorized 100,000,000 shares
      $.001 par value; issued and outstanding -
      31,624,000 shares as of September 30, 2005 and
      31,218,000 shares as of December 31, 2004                  32,000          31,000
   Other capital                                                324,000         324,000
   Deferred compensation                                       (200,000)       (277,000)
    Additional paid-in capital                               19,047,000      19,026,000
    Deficit                                                 (13,278,000)    (14,692,000)
                                                           ------------    ------------
        Total stockholders' equity                            5,925,000       4,412,000
                                                           ------------    ------------

                                                           $ 14,108,000    $ 11,795,000
                                                           ============    ============
</TABLE>

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


                                       3
<PAGE>

                         AUTOINFO, INC. AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF INCOME
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                 Nine Months Ended             Three Months Ended
                                                   September 30,                  September 30,
                                            ----------------------------   ----------------------------
                                                2005            2004           2005            2004
                                            ------------    ------------   ------------    ------------
<S>                                         <C>             <C>            <C>             <C>
Gross revenues                              $ 47,728,000    $ 32,057,000   $ 17,336,000    $ 12,938,000
Cost of transportation                        38,350,000      26,191,000     13,940,000      10,570,000
                                            ------------    ------------   ------------    ------------

Net revenues                                   9,378,000       5,866,000      3,396,000       2,368,000
                                            ------------    ------------   ------------    ------------

Commissions                                    5,720,000       3,403,000      2,081,000       1,394,000
Operating expenses                             2,234,000       1,672,000        735,000         662,000
                                            ------------    ------------   ------------    ------------
                                               7,954,000       5,075,000      2,816,000       2,056,000
                                            ------------    ------------   ------------    ------------

Income from operations                         1,424,000         791,000        580,000         312,000
Interest expense                                  94,000          53,000         17,000          27,000
                                            ------------    ------------   ------------    ------------

Income before income taxes                     1,330,000         738,000        563,000         285,000
Income taxes (Note 2)                            (84,000)         13,000        (17,000)          7,000
                                            ------------    ------------   ------------    ------------

Net  income                                 $  1,414,000    $    725,000   $    580,000    $    278,000
                                            ============    ============   ============    ============

Net income per share:
     Basic                                  $        .04    $        .02   $        .02    $        .01
     Diluted                                $        .04    $        .02   $        .02    $        .01

Weighted average number of common shares:
     Basic                                    31,475,000      30,819,000     31,609,000      31,167,000
     Diluted                                  33,924,000      33,327,000     33,722,000      33,525,000
</TABLE>

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


                                       4
<PAGE>

                         AUTOINFO, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                                                          Nine Months Ended
                                                            September 30,
                                                         2005           2004
                                                      -----------   -----------
Cash flows from operating activities:
Net income                                            $ 1,414,000   $   725,000
Adjustments to reconcile net income to net cash
   provided by (used in) operating activities:
     Change in allowance for doubtful accounts             75,000        72,000
     Depreciation and amortization                         40,000        27,000
     Deferred compensation expense                         77,000        37,000
     Deferred income taxes                               (161,000)      (30,000)
Changes in assets and liabilities:
     Accounts receivable                               (2,017,000)   (3,097,000)
     Other current assets                                 389,000      (320,000)
     Loan receivable                                           --       100,000
     Other assets                                          30,000         6,000
     Accounts payable and accrued liabilities           2,050,000     1,669,000
                                                      -----------   -----------

Net cash provided by (used in) operating activities     1,897,000      (811,000)
                                                      -----------   -----------

Cash flows from investing activities:
     Capital expenditures                                (286,000)      (25,000)
                                                      -----------   -----------
Net cash used in investing activities                    (286,000)      (25,000)
                                                      -----------   -----------

Cash flows from financing activities:
    Exercise of stock options                              21,000        13,000
    Increase (decrease) in  loan payable, net          (1,251,000)      889,000
    Sale of common stock                                       --       417,000
                                                      -----------   -----------
Net cash provided by (used in) financing activities    (1,230,000)    1,319,000
                                                      -----------   -----------

Net change in cash                                        381,000       483,000
Cash at beginning of period                                38,000       133,000
                                                      -----------   -----------

Cash at end of period                                 $   419,000   $   616,000
                                                      ===========   ===========

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


                                       5
<PAGE>

                         AUTOINFO, INC. AND SUBSIDIARIES
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

                           Forward Looking Statements

Certain   statements   made  in  this   Quarterly   Report   on  Form  10-Q  are
"forward-looking statements regarding the plans and objectives of management for
future   operations.   Such   statements   involve  known  and  unknown   risks,
uncertainties  and other factors that may cause our actual results,  performance
or  achievements  of the  Company  to be  materially  different  from any future
results,   performance   or   achievements   expressed   or   implied   by  such
forward-looking  statements.  The forward-looking statements included herein are
based on current expectations that involve numerous risks and uncertainties. Our
plans and objectives are based, in part, on assumptions involving judgments with
respect  to,  among  other  things,  future  economic,  competitive  and  market
conditions  and  future  business  decisions,  all of  which  are  difficult  or
impossible  to predict  accurately  and many of which are  beyond  our  control.
Although  we  believe  that  our  assumptions   underlying  the  forward-looking
statements are reasonable,  any of the assumptions  could prove  inaccurate and,
therefore,  there  can  be no  assurance  that  the  forward-looking  statements
included in this report will prove to be accurate.  In light of the  significant
uncertainties  inherent  in  the  forward-looking   statements  included  herein
particularly  in view of the current state of our  operations,  the inclusion of
such information should not be regarded as a statement by us or any other person
that our objectives and plans will be achieved.  Factors that could cause actual
results to differ materially from those expressed or implied by  forward-looking
statements  include,  but are not  limited  to, the  factors set forth under the
headings  "Business," and "Risk Factors" in our Annual Report on Form 10-KSB for
the year ended  December  31,  2004 as filed with the  Securities  and  Exchange
Commission.

Note 1. - Business and Summary of Significant Accounting Policies

Business

      The Company, through its wholly-owned  subsidiary,  Sunteck Transport Co.,
Inc.  (Sunteck),  is a non-asset based  transportation  services  company.  As a
non-asset  based  provider of  brokerage  and  contract  carrier  transportation
services,  the Company does not own any  equipment and its services are provided
through its strategic alliances with less than truckload,  truckload, air, rail,
ocean common  carriers and  independent  owner-operators  to service  customers'
needs.  The  Company's  brokerage  and  contract  carrier  services are provided
through a network of independent  sales agents  throughout the United States and
Canada.  During its most recently  completed fiscal year, the Company  generated
revenue, net revenue and net income of approximately $46.5 million, $8.7 million
and $1.5 million, respectively.

Summary of Significant Accounting Policies

Basis of Presentation

      The  financial  statements  of the Company  have been  prepared  using the
accrual basis of accounting under accounting  principles  generally  accepted in
the United States of America (GAAP).

      The  consolidated  financial  statements,  which are unaudited,  have been
prepared  pursuant to the rules and  regulations  of the Securities and Exchange
Commission ("SEC"). In management's opinion,  these financial statements include
all adjustments  (consisting only of normal recurring adjustments) necessary for
a fair  presentation  of the  results  of  operations  for the  interim  periods
presented.  The  results  of  operations  for the  three and nine  months  ended
September  30,  2005 and 2004 are not  necessarily  indicative  of results to be
expected for the entire  year.  Pursuant to SEC rules and  regulations,  certain
information and footnote  disclosures  normally included in financial statements
prepared in accordance  with GAAP have been omitted from these  statements.  The
consolidated financial statements and notes thereto should be


                                       6
<PAGE>

read in  conjunction  with the financial  statements  and notes  included in our
Annual Report on Form 10-KSB for the year ended December 31, 2004.

Principles of Consolidation

      The  consolidated   financial  statements  include  the  accounts  of  the
AutoInfo, Inc. (the Company), its wholly-owned subsidiary Sunteck Transport Co.,
Inc.  and its  wholly-owned  subsidiary  Sunteck  Transport &  Logistics,  Inc.,
collectively (Sunteck).  All significant  intercompany balances and transactions
have been eliminated in consolidation.

Revenue Recognition

      As a third party  transportation  logistics provider,  the Company acts as
the  shippers'  agent and arranges  for a carrier to handle the  freight.  Gross
revenues  consist of the total dollar  value of services  purchased by shippers.
Revenue is  recognized  upon the delivery of freight,  at which time the related
transportation cost, including commission, is also recognized. At that time, the
Company's  obligations are completed and collection of receivables is reasonably
assured.

      Emerging  Issues  Task Force No.  99-19,  "Reporting  Revenues  Gross as a
Principal  Versus  Net as an  Agent"  (EITF  99-19),  establishes  criteria  for
recognizing revenues on a gross or net basis. The Company is the primary obligor
in its transactions,  has all credit risk, maintains  substantially all risk and
rewards,  has discretion in selecting the supplier,  and has latitude in pricing
decisions.  Accordingly,  the  Company  records  all  transactions  at the gross
amount, consistent with the provisions of EITF 99-19.

Provision For Doubtful Accounts

      The Company  continuously  monitors the  creditworthiness of its customers
and has  established an allowance for amounts that may become  uncollectible  in
the future based on current economic trends, its historical payment and bad debt
write-off experience, and any specific customer related collection issues.

Cash

      From time to time,  the Company has on deposit at  financial  institutions
cash balances which exceed federal deposit  insurance  limitations.  The Company
has not  experienced  any losses in such accounts and believes it is not exposed
to any significant credit risk on cash.

Fixed Assets

      Fixed  assets as of September  30, 2005 and December 31, 2004,  consisting
predominantly of furniture,  fixtures, equipment and computer system development
costs,  were carried at cost net of accumulated  depreciation.  Depreciation  of
fixed assets was provided on the straight-line  method over the estimated useful
lives of the related assets which range from five to nine years.

Income Per Share

      Basic  income  per share is based on net income  divided  by the  weighted
average  number  of  common  shares   outstanding.   Common  stock   equivalents
outstanding  were 2,113,000 and 2,358,000 and 2,449,000 and  2,508,000,  for the
three and nine month periods ended September 30, 2005 and 2004, respectively.


                                       7
<PAGE>

Use of Estimates

      The  preparation  of these  financial  statements in conformity  with GAAP
requires  management to make certain estimates and assumptions.  These estimates
and  assumptions  affect  the  reported  amounts  of  assets,   liabilities  and
contingent  liabilities at the date of the financial statements and the reported
amounts of revenue  and  expenses  during the  periods  presented.  The  Company
believes that all such  assumptions  are  reasonable  and that all estimates are
adequate, however, actual results could differ from those estimates.

Income Taxes

      The Company  utilizes the asset and liability  method for  accounting  for
income  taxes.  Under the asset and  liability  method,  deferred tax assets and
liabilities  are  recognized  for the future tax  consequences  attributable  to
differences  between the financial statement carrying amounts of existing assets
and  liabilities  and  their  respective  tax bases and  future  benefits  to be
recognized  upon  the  utilization  of  certain  operating  loss  carryforwards.
Deferred  tax  assets and  liabilities  are  measured  using  enacted  tax rates
expected  to apply to  taxable  income  in the  years in which  those  temporary
differences are expected to be recovered or settled.  The effect on deferred tax
assets and  liabilities  of a change in tax rates is recognized in income in the
period that includes the enactment date.

Stock-Based Compensation

      The Company applies Statement of Financial  Accounting  Standards No. 123,
"Accounting for Stock Based  Compensation" (SFAS 123). As permitted by SFAS 123,
the Company has chosen to continue to apply Accounting  Principles Board Opinion
No. 25, "Accounting for Stock Issued to Employees" (APB 25) and, accordingly, no
compensation  cost has been  recognized for stock options issued to employees in
the financial statements.

      The  pro-forma  effect of options  issued to  employees  on net income and
earnings per share, utilizing the Black-Scholes option-pricing model, consistent
with the  method  stipulated  by SFAS 123,  was not  material  to the  Company's
results of operations.

      The Company accounts for stock options issued to  non-employees  using the
fair  value  method  in  accordance  with  SFAS  123.   Deferred   compensation,
representing  the  fair  market  value  of  the  options  issued  utilizing  the
Black-Scholes  option-pricing  model,  is charged to  earnings  over the vesting
period.

Note 2- Income Taxes

      For the three and nine month  periods  ended  September 30, 2005 and 2004,
the provision for income taxes consisted of the following:

<TABLE>
<CAPTION>
                                                     Nine Months Ended September 30,
                                           ----------------------------------------------------
                                                     2005                        2004
                                           ----------------------------------------------------
                                            Current       Deferred      Current       Deferred
                                           ----------    ----------    ----------    ----------
<S>                                        <C>           <C>           <C>           <C>
      Tax expense before application of
           operating loss carryforwards    $  529,000    $       --    $  292,000    $       --
      Tax expense (benefit) of operating
           loss carryforwards                (452,000)      452,000      (249,000)      249,000
      Change in valuation allowance                --      (613,000)           --      (279,000)
                                           ----------    ----------    ----------    ----------

      Income tax expense (benefit)         $   77,000    $ (161,000)   $   43,000    $  (30,000)
                                           ----------    ----------    ----------    ----------
</TABLE>


                                       8
<PAGE>

<TABLE>
<CAPTION>
                                                     Three Months Ended September 30,
                                           ----------------------------------------------------
                                                     2005                        2004
                                           ----------------------------------------------------
                                            Current       Deferred      Current       Deferred
                                           ----------    ----------    ----------    ----------
<S>                                        <C>           <C>           <C>           <C>
      Tax expense before application of
           operating loss carryforwards    $  222,000    $       --    $  116,000    $       --
      Tax expense (benefit) of operating
           loss carryforwards                (190,000)      190,000       (99,000)       99,000
      Change in valuation allowance                --      (239,000)           --      (109,000)
                                           ----------    ----------    ----------    ----------

      Income tax expense (benefit)         $   32,000    $  (49,000)   $   17,000    $  (10,000)
                                           ----------    ----------    ----------    ----------
</TABLE>

      Deferred  taxes are  comprised of the  following at September 30, 2005 and
December 31, 2004:

                                                 September 30,     December 31,
                                                     2005              2004
                                                 -------------     ------------
      Deferred tax assets:
           Net operating loss carryforward       $  5,138,000      $  5,590,000
                                                 ------------      ------------

      Gross  deferred tax assets                    5,138,000         5,590,000
      Less: valuation allowance                    (3,655,000)       (4,269,000)
                                                 ------------      ------------

      Deferred tax asset                         $  1,483,000      $  1,321,000
                                                 ============      ============

      The deferred tax asset  represents  expected future tax savings  resulting
from the Company's net operating loss carryforward. As of December 31, 2004, the
Company has a net operating loss carryforward of approximately $16.5 million for
federal  income tax purposes  which expire  through  2014.  Utilization  of this
benefit is primarily subject to the extent of future earning of the Company, and
may be limited by,  among  other  things,  shareholder  changes,  including  the
possible  issuance by the Company of additional  shares in one or more financing
or acquisition  transactions.  The Company has established a valuation allowance
for the portion of the possible tax savings not likely to be realized by the end
of the carryforward period.

      Based  upon  available   objective   evidence,   including  the  Company's
post-merger history of profitability, management believes it is more likely than
not that  forecasted  taxable  income will be sufficient to utilize a portion of
the net operating  loss  carryforward  before its  expiration in 2014.  However,
there can be no assurance that the Company will meet its  expectations of future
income.


                                       9
<PAGE>

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

Cautionary statement  identifying  important factors that could cause our actual
results to differ from those projected in forward looking statements.

      Readers of this  report  are  advised  that this  document  contains  both
statements of historical facts and forward looking  statements.  Forward looking
statements  are subject to certain  risks and  uncertainties,  which could cause
actual results to differ  materially from those indicated by the forward looking
statements.  Examples of forward looking statements include, but are not limited
to (i)  projections  of revenues,  income or loss,  earnings per share,  capital
expenditures,  dividends,  capital  structure and other  financial  items,  (ii)
statements of our plans and objectives with respect to business transactions and
enhancement  of  shareholder   value,   (iii)   statements  of  future  economic
performance,  and (iv) statements of assumptions underlying other statements and
statements about our business prospects.

      The following Management's  Discussion and Analysis of Financial Condition
and  Results of  Operations  should be read in  conjunction  with our  financial
statements and the notes thereto appearing elsewhere in this report.

Overview

      Through  our  wholly-owned   subsidiary,   Sunteck   Transport  Co.,  Inc.
(Sunteck), we are a non-asset based transportation  services company,  providing
transportation   capacity  and  related  transportation   services  to  shippers
throughout the United States,  and to a lesser  extent,  Canada.  As a non-asset
based provider of brokerage and contract carrier transportation  services, we do
not own any  equipment  and our  services  are  provided  through our  strategic
alliances with less than truckload,  truckload, air, rail, ocean common carriers
and independent  owner-operators  to service our customers' needs. Our non-asset
based services include ground  transportation  coast to coast, local pick up and
delivery,  air freight and ocean freight.  We have strategic alliances with less
than  truckload,  truckload,  air, rail and ocean common carriers to service our
customers'   needs.  Our  business  services   emphasize   safety,   information
coordination  and  customer  service  and are  delivered  through a  network  of
independent  commissioned  sales  agents  and  third  party  capacity  providers
coordinated by us. The  independent  commissioned  sales agents  typically enter
into non-exclusive contractual arrangements with Sunteck and are responsible for
locating  freight  and  coordinating  the  transportation  of the  freight  with
customers and capacity providers.  The third party capacity providers consist of
independent   contractors   who  provide   truck   capacity  to  us,   including
owner-operators  who  operate  under our  contract  carrier  license,  air cargo
carriers and railroads.  Through this network of agents and capacity  providers,
Sunteck operates a transportation  services  business with revenue,  net revenue
and net income of  approximately  $46.5 million,  $8.7 million and $1.5 million,
respectively, during our most recently completed fiscal year.

      Our brokerage services are provided through a network of independent sales
agents  throughout the United States and Canada.  Our services include arranging
for the  transport  of  customers'  freight  from the  shippers  location to the
designated  destination.  We do not  own  any  trucking  equipment  and  rely on
independent  carriers  for  the  movement  of  customers'  freight.  We  seek to
establish  long-term  relationships  with our customers and provide a variety of
logistics  services and solutions to eliminate  inefficiencies in our customers'
supply chain management.

      Our  contract  carrier  services  are also  provided  through a network of
independent sales agents and independent  owner-operators  throughout the United
States. We do not own any trucking  equipment;  our independent  owner-operators
lease onto our operating authority and transport freight under the Sunteck name.

      The most  significant  factor in our growth  during the past two years has
been the expansion of our brokerage  services agent network and the introduction
and expansion of our contract carrier services agent and owner operator network.
This growth is readily measured by the number of transactions we have processed,
which  increased  for the  respective  nine month periods from 30,500 in 2004 to
39,600 in 2005, an increase of 30%. The average  revenue dollars per load in our
brokerage  division  increased  by 17% in 2005 as compared to 2004.  This is the
result of several factors


                                       10
<PAGE>

including an increase in truckload business versus less than truckload at higher
per load  revenues,  the addition of sales  agents  hauling  heavy  equipment at
higher per load revenues and, to a lesser degree,  a general increase in prices.
The net revenue  percentage in our brokerage division increased by 9% in 2005 as
compared to 2004.  This is primarily  the result of revenue mix and, to a lesser
degree, a general increase in prices.

      During the next twelve months,  we plan to continue to offer our brokerage
and contract carrier  transportation  services and expand our agent network.  We
are presently  profitable and have adequate available lines of credit to satisfy
our working capital requirements during the next twelve months.

Results of operations

For the three and nine months ended September 30, 2005 and 2004

      During the three and nine month  periods  ended  September  30,  2005,  we
continued to implement our strategic  growth business plan consisting  primarily
of the expansion of client services,  the opening of regional operations centers
in key  geographical  markets,  and the  addition of  independent  sales  agents
providing  brokerage  and contract  carrier  services.  Our net revenues  (gross
revenues less cost of  transportation)  are the primary indicator of our ability
to source,  add value and resell  service that are provided by third parties and
are  considered  to  be  the  primary  measurement  of  growth.  Therefore,  the
discussion of the results of operations  below focuses on the changes in our net
revenues.  The  increases  in net  revenues  and all  related  cost and  expense
categories are the direct result of our business expansion.

The  following  table  represents  certain  statement  of  operation  data  as a
percentage of net revenues:

                                  Three Months Ended        Nine Months Ended
                                     September 30,            September 30,
                                   2005         2004        2005         2004
                                 --------     --------    --------     --------

      Net revenues                  100.0%       100.0%      100.0%       100.0%
                                 --------     --------    --------     --------

         Commissions                 61.3%        58.9%       61.0%        58.0%
         Operating expenses          21.6%        28.0%       23.8%        28.5%
         Interest expense              .5%         1.1%        1.0%          .9%
         Income taxes                 (.5%)         .3%        (.9%)         .2%
                                 --------     --------    --------     --------

      Net income                     17.1%        11.7%       15.1%        12.4%
                                 --------     --------    --------     --------

Revenues

      For the three months ended September 30, 2005, gross revenues,  consisting
of freight fees and other  related  services  revenue,  totaled  $17,336,000  as
compared  with  $12,938,000  in the prior year  period,  an increase of 34%. Net
revenues were  $3,396,000 as compared with  $2,368,000 in the prior year period,
an  increase  of 43%.  Gross  revenues  from  brokerage  services  increased  to
$14,912,000  from  $10,028,000  and net revenues  increased to  $3,013,000  from
$1,898,000  in the prior year period.  This increase is the direct result of the
continued  expansion of our agent network and customer base which  resulted in a
25% increase in the number of  transactions  processed and an increase of 19% in
the average  dollars per load.  Gross  revenues from contract  carrier  services
decreased to $2,424,000 from $2,910,000 and net


                                       11
<PAGE>

revenues  decreased to $383,000 from $470,000  which is a direct result of a 20%
decrease  in the  number  of  transactions  processed.  This is the  result of a
decrease  in the number of agents  and  owner-operators.  While we are  actively
pursuing new agents as we seek to expand our agent  network,  this decrease will
likely impact the fourth quarter of 2005.

      For the nine months ended September 30, 2005,  gross revenues,  consisting
of freight fees and other  related  services  revenue,  totaled  $47,728,000  as
compared  with  $32,057,000  in the prior year  period,  an increase of 49%. Net
revenues were  $9,378,000 as compared with  $5,866,000 in the prior year period,
an  increase  of 60%.  Gross  revenues  from  brokerage  services  increased  to
$40,422,000  from  $25,261,000  and net revenues  increased to  $8,097,000  from
$4,652,000  in the prior year period.  This increase is the direct result of the
continued  expansion of our agent network and customer base which  resulted in a
36% increase in the number of  transactions  processed and an increase of 17% in
the average  dollars per load.  Gross  revenues from contract  carrier  services
increased to $7,306,000 from $6,796,000 and net revenues increased to $1,281,000
from  $1,214,000  which is a direct  result of a 9%  increase  in the  number of
transactions processed.

Costs and expenses

Commissions

      For the  three  months  ended  September  30,  2005,  commissions  totaled
$2,081,000 as compared with $1,394,000 in the prior year period. As a percentage
of net  revenues,  commissions  were 61% as compared  with 59% in the prior year
period.  For the nine months  ended  September  30,  2005,  commissions  totaled
$5,720,000 as compared with $3,403,000 in the prior year period. As a percentage
of net  revenues,  commissions  were 61% as compared  with 58% in the prior year
period. These increases are the result of the higher commission rates associated
with the expansion of the sales agent base in our brokerage services.

Operating expenses

      For the three months ended September 30, 2005,  operating expenses totaled
$735,000 as compared with $662,000 in the prior year period.  As a percentage of
net revenues, operating expenses were 22% as compared with 28% in the prior year
period. For the nine months ended September 30, 2005, operating expenses totaled
$2,233,000 as compared with $1,672,000 in the prior year period. As a percentage
of net revenues,  operating  expenses were 24% as compared with 29% in the prior
year period.  These decreases are the direct result of  management's  ability to
leverage  selling,  general  and  administrative  expenses  in  connection  with
business expansion.  During 2005, we moved our headquarters increasing our space
to 5,300 square feet. We have increased  administrative  staff commensurate with
the increase in transaction  volume.  We presently have adequate  facilities and
management to handle the present and anticipated transaction volume through 2006
without a significant increase in overhead.

Interest Expense

      For the three months ended  September 30, 2005,  interest  expense,  which
includes fees and other bank charges,  totaled  $17,000 as compared with $27,000
in the prior year period. For the nine months ended September 30, 2005, interest
expense totaled  $94,000 as compared with $53,000 in the prior year period.  The
decrease in the three month  period  ended  September  30, 2005 is the result of
lower average outstanding  borrowings as compared to the prior year period which
is primarily the result of the use of funds  generated by operations to pay down
the line of credit during the second  quarter of 2005. The increase for the nine
months ended September 30, 2005 is primarily the result of increased  borrowings
pursuant to our $2.5 million line of credit at a higher average rate of interest
due to an increase in the prime rate and an increase in bank fees as a result of
increased transaction volume.


                                       12
<PAGE>

Income tax

      The income tax benefit of $17,000 for the three months ended September 30,
2005 consisted of $239,000  resulting from the anticipated future utilization of
an available federal tax loss  carryforward,  net of the utilization of deferred
tax  benefit of  $190,000  and state  income  taxes of  $32,000.  The income tax
expense of $7,000 for the three months  ended  September  30, 2004  consisted of
$109,000  resulting  from the  anticipated  future  utilization  of an available
federal tax loss carryforward, net of the utilization of deferred tax benefit of
$99,000 and state income taxes of $17,000. The income tax benefit of $84,000 for
the nine months ended  September 30, 2005  consisted of $613,000  resulting from
the   anticipated   future   utilization  of  an  available   federal  tax  loss
carryforward,  net of the  utilization  of deferred  tax benefit of $452,000 and
state  income  taxes of $77,000.  The income tax expense of $13,000 for the nine
months  ended  September  30,  2004  consisted  of $279,000  resulting  from the
anticipated  future  utilization of an available federal tax loss  carryforward,
net of the  utilization  of deferred  tax benefit of $249,000  and state  income
taxes of $43,000. Based upon available objective evidence, including our history
of profitability, management believes it is more likely than not that forecasted
taxable income will be sufficient to utilize a portion of the net operating loss
carryforward before its expiration in 2014. Accordingly, the valuation allowance
was reduced by an additional $239,000 and $613,000 for the three and nine months
ended September 30, 2005, respectively.

Net income

      For the three months ended September 30, 2005, net income totaled $580,000
as compared  with  $278,000 in the prior year period.  For the nine months ended
September 30, 2005, net income  totaled  $1,414,000 as compared with $725,000 in
the prior year period.  These increases are the direct result of the increase in
revenues due to the  continuing  expansion of our  operations and the additional
recognition of the deferred tax asset of $239,000 and $613,000 for the three and
nine months ended September 30, 2005, respectively.

Trends and uncertainties

      The  transportation  industry is highly competitive and highly fragmented.
Our primary  competitors  are other non-asset based as well as asset based third
party logistics companies, freight brokers, carriers offering logistics services
and freight  forwarders.  We also compete with customers' and shippers' internal
traffic and  transportation  departments as well as carriers  internal sales and
marketing  departments  directly seeking shippers'  freight.  We anticipate that
competition for our services will continue to increase.  Many of our competitors
have substantially greater capital resources,  sales and marketing resources and
experience.  We cannot  assure you that we will be able to  effectively  compete
with our  competitors  in  effecting  our  business  expansion  plans.  The most
significant trend contributing to our growth during the past four years has been
the  expansion  of our  brokerage  services  agent  network  and,  in 2003,  the
introduction  and  expansion of our contract  carrier  agent and owner  operator
network.  Sales agents are independent  contractors  and, as such,  there are no
assurances that we can either maintain our existing agent network or continue to
expand this network.

      For the nine months ended  September 30, 2005, we increased gross revenues
from $32.1 million to $47.7 million and had net income of $1,414,000 as compared
with $725,000 in the prior year. As of September 30, 2005, we had an accumulated
deficit of $13.3 million.

      Depending on our ability to generate  revenues,  we may require additional
funds to expand  Sunteck's  business  operations  and for  working  capital  and
general corporate  purposes.  Any additional equity financing may be dilutive to
stockholders, and debt financings may involve restrictive covenants that further
limit  our  ability  to make  decisions  that  we  believe  will be in our  best
interests.  In  the  event  we  cannot  obtain  additional  financing  on  terms
acceptable to us when required,  our ability to expand Sunteck's  operations may
be materially adversely affected.


                                       13
<PAGE>

Liquidity and capital resources

      During the past two years,  our  sources  for cash have been the cash flow
generated from operations and available borrowings under lines of credit.

      At  September  30, 2005,  we had  borrowings  outstanding  pursuant to our
$2,500,000 line of credit of $747,000. The line of credit,  obtained from a bank
in May 2003, is subject to the maintenance of certain  financial  covenants,  is
secured by accounts  receivable and other operating assets,  and matures in June
2006. We believe that we have sufficient  working capital to meet our short-term
operating needs and that we will be able to increase, extend or replace the line
of credit on terms acceptable to us.

      At September  30, 2005, we had liquid  assets of  approximately  $418,000.
Available cash is used to reduce borrowings on our line of credit.

      The total amount of debt outstanding as of September 30, 2005 and 2004 was
$747,000 and  $1,998,000,  respectively.  The following  table presents our debt
instruments and their weighted  average  interest rates as of September 30, 2005
and 2004, respectively:

                                         Weighted                     Weighted
                           Balance     Average Rate     Balance     Average Rate
                           -----------------------------------------------------
                                     2005                         2004
                           -----------------------------------------------------

      Line of Credit       $747,000        7.25%       $1,935,000       5.0%

      Inflation  and changing  prices had no material  impact on our revenues or
the results of operations for the period ended September 30, 2005.

Critical accounting policies

      Preparation  of our  financial  statements  requires  management  to  make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities  and disclosure of contingent  assets and liabilities at the date of
the  financial  statements  and the  reported  amounts of revenues  and expenses
during  the  reporting  period.  Note 1 of the  Notes  to  Financial  Statements
includes a summary of the  significant  accounting  policies and methods used in
the  preparation  of  our  financial  statements.  The  most  significant  areas
involving  management  estimates and  assumptions  are described  below.  Actual
results could differ  materially  from  management's  estimates  under different
assumptions or conditions.

Revenue Recognition

      As a  third  party  transportation  logistics  provider,  we  act  as  the
shippers' agent and arrange for a carrier to handle the freight.  Gross revenues
consist of the total dollar value of services purchased by shippers.  Revenue is
recognized   upon  the   delivery  of   freight,   at  which  time  the  related
transportation cost, including commission,  is also recognized. At that time our
obligations are completed and collection of receivables is reasonably assured.

      Emerging  Issues  Task Force No.  99-19,  "Reporting  Revenues  Gross as a
Principal  Versus  Net as an  Agent"  (EITF  99-19),  establishes  criteria  for
recognizing revenues on a gross or net basis. The company is the primary obligor
in its transactions,  has all credit risk, maintains  substantially all risk and
rewards,  has discretion in selecting the supplier,  and has latitude in pricing
decisions.  Accordingly,  the we record all  transactions  at the gross  amount,
consistent with the provisions of EITF 99-19.


                                       14
<PAGE>

Income Taxes

      The deferred tax asset  represents  expected future tax savings  resulting
from our net operating loss carryforward.  As of December 31, 2004, we had a net
operating loss  carryforward of  approximately  $16.5 million for federal income
tax purposes which expire through 2014. Utilization of this benefit is primarily
subject to the extent of our future earnings, and may be limited by, among other
things,  shareholder  changes,  including  the possible  issuance of  additional
shares in one or more financing or acquisition transactions. We have established
a valuation  allowance  for the portion of possible tax savings not likely to be
realized by the end of the carryforward period.

Provision For Doubtful Accounts

      We  continuously  monitor the  creditworthiness  of our customers and have
established an allowance for amounts that may become uncollectible in the future
based on current economic trends,  our historical payment and bad debt write-off
experience, and any specific customer related collection issues.

Off-balance sheet arrangements

      We do not have any off-balance sheet arrangements.

                             CONTROLS AND PROCEDURES

      The Company's  management,  with the  participation of the Company's Chief
Executive Officer and Chief Financial  Officer,  has evaluated the effectiveness
of the Company's  disclosure controls and procedures (as such term is defined in
Rules  13a-15(e) and  15d-15(e)  under the  Securities  Exchange Act of 1934, as
amended  (the  "Exchange  Act"))  as of the end of the  period  covered  by this
report.  Based on that  evaluation,  the Company's Chief  Executive  Officer and
Chief Financial  Officer have concluded that, as of the end of such period,  the
Company's  disclosure  controls  and  procedures  are  effective  to ensure that
information required to be disclosed by the Company in the reports that it files
or  submits  under the  Exchange  Act is  recorded,  processed,  summarized  and
reported,  within  the time  periods  specified  in the SEC's  rules and  forms.
Information  required to be  disclosed by the Company in the reports it files or
submit under the Exchange Act is  accumulated  and  communicated  to management,
including the Company's principal executive and principal financial officers, as
appropriate to allow timely decisions regarding required disclosure.

      There have not been any changes in the  Company's  internal  control  over
financial  reporting  (as such term is defined in Rules  13a-15(f) and 15d-15(f)
under the Exchange Act) that occurred  during the period  covered by this report
that have materially  affected,  or are reasonably likely to materially  affect,
the Company's internal control over financial reporting.

                                     Part II

                                OTHER INFORMATION

Item 1 - 5: Inapplicable

Item 6:     Exhibits

31A         Certification of Chief Executive  Officer Pursuant to Section 302 of
            the Sarbanes-Oxley Act of 2002.*

31B         Certification of Chief Financial  Officer Pursuant to Section 302 of
            the Sarbanes-Oxley Act of 2002.*


                                       15
<PAGE>

32A         Certification  of Chief  Executive  Officer  Pursuant  to 18  U.S.C.
            Section   1350,   as  adopted   Pursuant   to  Section  906  of  the
            Sarbanes-Oxley Act of 2002.*

32B         Certification  of Chief  Financial  Officer  Pursuant  to 18  U.S.C.
            Section   1350,   as  adopted   Pursuant   to  Section  906  of  the
            Sarbanes-Oxley Act of 2002.*

----------
*Filed as an exhibit hereto.


                                       16
<PAGE>

                                   SIGNATURES

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

                                          AUTOINFO, INC.


                                          By: /s/ William Wunderlich
                                              ----------------------------------
                                              William Wunderlich
                                              Executive Vice President and
                                              Principal Financial Officer

Date: November 11, 2005


                                       17