SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* CLEARMAN STEPHEN J (Last) (First) (Middle) ONE EXECUTIVE DRIVE, SUITE 160 (Street) FORT LEE NJ 07024 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol AUTOINFO INC [ AUTO.TB ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 10/04/2004
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/13/2004		P		5,000	A	$0.35	3,793,333(1)(2)	I	By Kinderhook Partners, LP
Common Stock	09/30/2004		P		727,500	A	$0.34	4,520,833(1)(2)(3)	I	By Kinderhook Partners, LP

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* CLEARMAN STEPHEN J (Last) (First) (Middle) ONE EXECUTIVE DRIVE, SUITE 160 (Street) FORT LEE NJ 07024 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* KINDERHOOK GP LLC (Last) (First) (Middle) 1 EXECUTIVE DRIVE SUITE 160 (Street) FORT LEE NJ 07024 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* KINDERHOOK PARTNERS L P (Last) (First) (Middle) ONE EXECUTIVE DR SUITE 160 (Street) FORT LEE NJ 07024 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. Each of the reporting person and the joint filers disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that the reporting person or any joint filer is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended or for any other purpose.

2. These securities are owned by Kinderhook Partners, LP. Kinderhook GP, LLC is the general partner of Kinderhook Partners, LP. Stephen J. Clearman is the managing member of Kinderhook GP, LLC.

3. Included in this amount are (i) 1,488,333 shares of Common Stock owned prior to August 13, 2004, (ii) 5,000 shares of Common Stock purchased on August 13, 2004 and not previously reported, (iii) 727,500 shares of Common Stock purchased on October 4, 2004, and (iv) 2,300,000 shares of Common Stock which were acquired upon the conversion of a 12% Convertible Debenture, which were originally reported on the Form 3 filed by the reporting person and the joint filers on January 23, 2004 and amended February 27, 2004. The 12% Convertible Debenture was converted immediately at the time of its acquisition on January 21, 2004 and, as such, those shares were not held as a derivative instrument after that date.

	By: /s/ Stephen J. Clearman	10/14/2004
	Kinderhook GP, LLC By: /s/ Stephen J. Clearman, Managing Member	10/14/2004
	Kinderhook Partners, LP By: Kinderhook GP, LLC, General Partner By: /s/ Stephen J. Clearman, Managing Member	10/14/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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