EXHIBIT 10Q

                               SECOND AMENDMENT TO
                              REVOLVING CREDIT AND
                               SECURITY AGREEMENT

      THIS SECOND  AMENDMENT TO REVOLVING  CREDIT AND SECURITY  AGREEMENT  (this
"Second  Amendment")  executed and  delivered as of July 3, 2005, by and between
WACHOVIA  BANK,  National  Association  ("Bank"),  and among  AUTOINFO,  INC., a
Delaware  corporation,  SUNTECK  TRANSPORT CO., INC., a Florida  corporation and
SUNTECK TRANSPORT & LOGISTICS,  INC., a Florida corporation  (collectively,  the
"Borrower").

                                    RECITALS:

      A. On May 23, 2003, Borrower and Bank, executed and delivered that certain
Revolving Credit and Security Agreement (the "Credit Agreement") under the terms
of which Bank provided a line of credit to Borrower in the amount of $1,500,000.

      B. On June 29,  2004,  Borrower  and Bank,  executed  and  delivered  that
certain First Amendment to Revolving  Credit and Security  Agreement (the "First
Amendment") which increased the Maximum Loan Amount to $2,500,000,  extended the
facility and amended certain other terms of the Credit Agreement.

      C. The parties  desire to make certain  changes to the terms of the Credit
Agreement, as amended by the First Amendment, as described herein.

      NOW,  THEREFORE,  in  consideration of the agreements set forth herein and
other good and valuable consideration, the Bank and the Borrower hereby agree as
follows:

1.  Definitions.  All capitalized terms used herein shall have the same meanings
as used  in the  Credit  Agreement,  unless  otherwise  defined  in this  Second
Amendment and the rules of construction  set forth in the Credit Agreement shall
apply to this Second  Amendment.  Any reference  herein to the Credit  Agreement
shall mean the Credit  Agreement  as  amended  by the First  Amendment  and this
Second Amendment.

2. Amendments.


      A.    Borrowing Base  Certificate.  Section 5.6(a) of the Credit agreement
            is hereby amended and restated to read as follows:

            "(a)  Periodic  Borrowing Base Information.  Within twenty (20) days
                  of the end of each month (or more  frequently  if  required by
                  Bank), a completed  Borrowing Base Certificate in such form as
                  Bank shall  require (a  "Borrowing  Base  Certificate").  Each
                  Borrowing  Base  Certificate  shall be  certified by the chief
                  financial  officer or president of Borrower to be accurate and
                  complete  and  in  compliance  with  the  terms  of  the  Loan
                  Documents.  Bank shall accept the following  form of Borrowing
                  Base Certificate until it notifies Borrower otherwise: (a) for
                  months which do not end on a calendar  quarter  end,  Borrower
                  shall deliver to Bank a Borrowing Base

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                  Certificate  in the form of the attached  Exhibit  "A",  which
                  includes an accounts receivable aging and inventory report and
                  complete the Borrowing  Base  Certificate  using the following
                  calculation:   total   accounts   receivable   less   accounts
                  receivable over 60 days from invoice date,  multiplied by 75%,
                  and (b) for months ending on calendar  quarter ends,  Borrower
                  shall deliver to Bank a Borrowing Base Certificate in the form
                  of the attached  Exhibit "B",  which  includes (i) an accounts
                  receivable report in a form approved by the Bank (an "Accounts
                  Receivable  Report") which shall include the amount and age of
                  each  Account,  the name and mailing  address of each  Account
                  Debtor,  a detailing of all credits due such Account Debtor by
                  Borrower stated in the number of days which have elapsed since
                  the date each such  credit  was issued by  Borrower,  and such
                  other  information  as Bank may require in order to verify the
                  Eligible  Accounts,  all in  reasonable  detail  and  in  form
                  acceptable to Bank, (ii) a report reconciling (x) the Accounts
                  of Borrower  as set forth on the  Accounts  Receivable  Report
                  attached  to  the  Borrowing  Base   Certificate  to  (y)  the
                  aggregate  Accounts  set  forth  in the  financial  statements
                  delivered to Bank  pursuant to Section  5.6(b) (which shall be
                  based upon Borrower's general ledger)."

(B)   Payables Report.  Section 5.6(f) of the Credit Agreement is hereby amended
      and restated as follows:

      (a)   Payables  Report.  Within fifteen (15) days of the end of each month
            (or more frequently if required by Bank),  Borrower shall deliver to
            Bank  an  accounts  payable  report  ("Payables  Report")  in a form
            acceptable to Bank. Bank shall accept the following form of Payables
            Report until it notifies Borrower otherwise: (a) for months which do
            not end on a calendar  quarter end, an accounts payable aging report
            in a form  acceptable to Bank, and (b) for months ending on calendar
            quarter ends, an accounts  payable  report  containing the following
            information:  (i) a schedule  of all  accounts  payable of  Borrower
            setting  forth for each such  account  the number of days which have
            elapsed since the original date of invoice and  containing  the name
            and address of each vendor and such other detail  requested by Bank,
            and (ii) a report  reconciling (x) the accounts  payable of Borrower
            as set forth on the report  delivered in  5.6(f)(b)(i)  above to (y)
            the aggregate accounts payable set forth in the financial statements
            delivered to Bank  pursuant to Section  5.6(b) (which shall be based
            upon Borrower's general ledger);

(C)   Eligible  Accounts.  Subsection (h) of the definition of Eligible Accounts
      in Exhibit 1 to the Credit  Agreement  is hereby  amended and  restated to
      read as follows:

      (i) :...(i) Accounts  owed  by  the  United  States of  America  or  other
            governmental  or  quasi-governmental  unit,  agency  or  subdivision
            unless Borrower shall have complied with all applicable  federal and
            state assignment of claims laws,  provided that Accounts of the Army
            Air Force Exchange Service (AAFES) shall be eligible ;..."

(D)   Termination  Date. The definition of Termination  Date in Exhibit 1 to the
      Credit Agreement is hereby amended and restated to read as follows:

      "Termination  Date"  means June 30,  2006  (unless  extended in writing by
      Bank).

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3. Effectiveness. The effectiveness of this Second Amendment shall be subject to
the prior or concurrent  satisfaction  of each of the  conditions  precedent set
forth in this Section 3:

      a.    Delivery of Documents.  The Bank shall have received counterparts of
            the following documents executed by the Borrower and dated as of the
            date hereof:

            (i)   this Second Amendment;

            (ii)  that certain Second Renewal Revolving Promissory Note dated of
                  even date herewith; and

            (iii) such documents,  certificates,  affidavits and acknowledgments
                  as may be reasonably  required by the Bank to  consummate  the
                  transaction contemplated by this Second Amendment.

      b.    Other  Conditions  Precedent.   Borrower  shall  pay  all  of  Banks
            reasonable  attorneys fees and costs incurred in connection with the
            transaction contemplated by this Second Amendment.

4. No Event of Default/Representations and Warranties. The Borrower certifies to
the Bank that Borrower has kept,  observed,  performed  and  fulfilled  each and
every covenant,  provision and condition of the Credit  Agreement and each other
Loan Document to which  Borrower is a party on its part to be performed and that
no Event of Default  has  occurred  with  respect to  Borrower  under the Credit
Agreement or any other Loan Document to which Borrower is a party.  The Borrower
further certifies to Bank that, both immediately  before and after giving effect
to this  Second  Amendment,  the  representations  and  warranties  set forth in
Article 4 of the Credit  Agreement  with respect to the  Borrower,  are true and
correct in all material respects on and as of the date of this Second Amendment.

5. Credit  Agreement  Confirmed.  This Second Amendment shall be deemed to be an
amendment to the Credit Agreement,  and the Credit Agreement, as amended hereby,
is hereby ratified, approved and confirmed in each and every respect.

6. Miscellaneous.

      a.  Invalidity.  In the  event  that  any one or  more  of the  provisions
contained  in this Second  Amendment  shall,  for any reason,  be held  invalid,
illegal  or  unenforceable  in  any  respect,  such  invalidity,  illegality  or
unenforceability shall not affect any other provision of this Second Amendment.

      b.  Counterparts.  This  Second  Amendment  may  be  executed  in  several
counterparts,  and it shall not be necessary  that the signatures of all parties
hereto be contained on any one counterpart  hereof;  each  counterpart  shall be
deemed an original,  but all of which together shall constitute one and the same
instrument.

      c. Reference.  From and after the effective date hereof, all references to
the Credit Agreement shall be deemed to be references to the Credit Agreement as
amended by this Second Amendment.

      d.  Governing  Law.  This  Second  Amendment  shall  be  governed  by  and
interpreted and enforced in accordance with the laws of the State of Florida.

<PAGE>

      IN WITNESS  WHEREOF,  the parties hereto have caused this Second Amendment
to be duly executed and delivered as of the date first above written.

                                    "BANK"

                                    WACHOVIA BANK, NATIONAL ASSOCIATION


                                    By: /s/ David C. Jackson
                                        --------------------
                                    Name:   David C. Jackson
                                    Title:   Vice President

                                    "BORROWER"

                                        AutoInfo, Inc.


                                        By: /s/ Harry M. Wachtel
                                            --------------------
                                        Name: Harry M. Wachtel
                                        Its: President


                                        Sunteck Transport Co., Inc.


                                        By: /s/ Harry M. Wachtel
                                            --------------------
                                        Name: Harry M. Wachtel
                                        Its: President


                                        Sunteck Transport & Logistics, Inc.


                                        By: /s/ Harry M. Wachtel
                                            --------------------
                                        Name: Harry M. Wachtel
                                        Its: President