SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549

                           Form 10-Q/A

[X]  QUARTERLY REPORT (AMENDED) PURSUANT TO SECTION 13 OR 15(d) OF
     THE SECURITIES EXCHANGE ACT OF 1934

       For the quarterly period ended September 30, 1998

                               OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
     THE SECURITIES EXCHANGE ACT OF 1934
     For the transition period from _______________ to _______________

               Commission File Number 2-93668-FW

                UNIVIEW TECHNOLOGIES CORPORATION
     (Exact name of Registrant as specified in its charter)

                       Texas                          75-1975147
          (State or other jurisdiction of         (I.R.S. Employer    
           incorporation or organization)          Identification No.)

               10911 Petal Street,                        75238  
                  Dallas, Texas                        (Zip Code)
     (Address of principal executive offices)

                              (214) 503-8880
           (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

     At  September 30, 1998, there were 11,312,551 shares of Registrant's
common stock outstanding.
<PAGE>     
                         GENERAL INDEX
                                                             Page
                                                             Number
                            PART I.
                     FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS                                  3

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS                   8

                            PART II.
                       OTHER INFORMATION

ITEM 5.   OTHER INFORMATION                                     9

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K                     10

SIGNATURES                                                     11

EXHIBIT INDEX                                                  12
<PAGE>
                UNIVIEW TECHNOLOGIES CORPORATION
                        and Subsidiaries

                PART I  -  FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

A.   BASIS OF INTERIM FINANCIAL STATEMENT PREPARATION

     The  interim  financial  statements and  summarized  notes  included
herein  were  prepared,  without  audit,  in  accordance  with  generally
accepted   accounting  principles  for  interim  financial   information,
pursuant  to  rules  and  regulations  of  the  Securities  and  Exchange
Commission.  Because certain information and notes normally  included  in
complete  financial  statements prepared  in  accordance  with  generally
accepted accounting principles were condensed or omitted pursuant to such
rules and regulations, it is suggested that these financial statements be
read  in  conjunction with the Consolidated Financial Statements and  the
Notes  thereto, included in the Company's Annual Report on Form 10-K  for
the  preceding fiscal year.  These interim financial statements and notes
hereto  reflect all adjustments which are, in the opinion of  management,
necessary  for  a  fair  statement of results  for  the  interim  periods
presented.   Such financial results, however, should not be construed  as
necessarily indicative of future earnings.

UNIVIEW TECHNOLOGIES CORPORATION
Consolidated Balance Sheets (Unaudited)

                                                   September 30       June 30
                                                           1998          1998
                                                   ------------   -----------
ASSETS
Current Assets
    Cash and cash equivalents                      $    207,693   $ 2,284,988
    Accounts receivable                               2,054,445     1,726,900
    Notes receivable                                     29,245       129,902
    Inventory                                           808,046       943,048
    Prepaid expenses and other                          173,023       166,003
                                                   ------------   -----------
    Total current assets                              3,272,452     5,250,841
                                                   ------------   -----------
Long-term notes receivable                               68,208        70,653
Software development                                  7,368,691     7,368,691
    Less amortization                                (5,075,319)   (4,747,694)
Licenses                                              1,130,120     1,130,120
    Less amortization                                   (90,167)      (75,417)
Property and equipment                                5,861,738     5,831,917
    Less depreciation                                (2,710,553)   (2,526,468)
Trademark, net of accumulated amortization
    of $1,124,940 and $1,066,931, respectively,
    at September 30 and June 30, 1998                 3,759,814     3,820,874
Goodwill, net of accumulated amortization
    of $248,493 and $218,977, respectively,
    at September 30 and June 30, 1998                 1,790,847     1,557,559
Other assets                                             47,585        47,586
                                                   ------------   -----------
TOTAL ASSETS                                       $ 15,423,416   $17,728,662
                                                   ============   ===========
<PAGE>
UNIVIEW TECHNOLOGIES CORPORATION
Consolidated Balance Sheets (Unaudited) - Continued
                                                   September 30       June 30
                                                           1998          1998
                                                   ------------   -----------
LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
    Current maturities of long-term debt           $  4,064,077   $ 3,644,729
    Current maturities of obligations under
       capital leases                                    52,218        50,666
    Trade accounts payable                            3,814,957     4,224,897
    License fees payable                                673,920       673,920
    Accrued and other current liabilities             1,188,174     1,379,753
    Deferred income                                      69,889        69,889
                                                   ------------   -----------
    Total Current Liabilities                         9,863,235    10,043,854
                                                   ------------   -----------
Long-Term Debt
    Obligations under notes payable,
       less current maturities                                -        15,495
    Obligations under capital leases,
       less current maturities                          120,846       124,425
    Warranty Provision                                  128,165       244,657
                                                   ------------   -----------
    Total Liabilities                                10,112,246    10,428,431
                                                   ------------   -----------
Stockholders' Equity

    Preferred stock, cumulative, $1.00 par value;
        1,000,000 shares authorized:
           Series A, 140,000 shares (liquidation
              preference of $140,000)              $    140,000   $   140,000
           Series H, 3 and 3 shares (liquidation
              preference of $75,000 and $75,000)              3             3
           Series Q, 60 shares issued June 1998
              (liquidation preference $1,200,000
                 and $1,500,000)                             48            60
           Series 1998-A1, 80 shares issued June 1998
              (liquidation preference $1,700,000
                  and $2,000,000)                            68            80
    Common stock, $.10 par value; 80,000,000 shares
        authorized; 11,312,551 and 10,032,669 shares
        issued and outstanding at September 30,
        and June 30, 1998                             1,131,255     1,003,267
    Additional paid-in-capital                       42,358,236    42,480,261
    Accumulated deficit, since July 1, 1993 quasi
        reorganization in which an accumulated
        deficit of $4,140,595 was eliminated        (38,318,440)  (36,323,440)
                                                   ------------   -----------
    Total Stockholders' Equity                     $  5,311,170   $ 7,300,231
                                                   ------------   -----------
TOTAL   LIABILITIES   &  STOCKHOLDERS'  EQUITY     $ 15,423,416   $17,728,662
                                                   ============   ===========
<PAGE>
UNIVIEW TECHNOLOGIES CORPORATION
Consolidated Statements of Operations (Unaudited)
                                                       Three Months Ended
                                                   September 30  September 30
                                                           1998          1997
                                                   ------------   -----------
REVENUE
    Sales Revenues                                 $  4,391,991   $    74,070
                                                   ------------   -----------
TOTAL REVENUE                                         4,391,991        74,070
                                                   ------------   -----------
COSTS OF SALES                                        3,456,529        65,878
                                                   ------------   -----------
    Gross Profit                                        935,462         8,192

OPERATING EXPENSES                                    2,818,558     2,362,551
                                                   ------------   -----------
    Operating Loss                                   (1,883,096)   (2,354,359)
                                                   ------------   -----------
OTHER INCOME (EXPENSE):
    Interest expense                                   (105,965)      (11,414)
                                                   ------------   -----------
INCOME/(LOSS) FROM CONTINUING OPERATIONS             (1,989,061)   (2,365,773)
Income Tax Benefit                                            -             -

NET INCOME/(LOSS)                                  $ (1,989,061)  $(2,365,773)
                                                   ------------   -----------
NET INCOME/(LOSS) Per Share Cont. Operations,
    Basic and Diluted                              $      (0.19)  $     (0.61)
                                                   ------------   -----------
NET INCOME/(LOSS) Per Share,
    Basic and Diluted                              $      (0.19)  $     (0.61)
                                                   ------------   -----------
WEIGHTED AVERAGE SHARES OUTSTANDING,
    Basic and Diluted
    (adjusted for reverse stock split of 04/24/98)   10,243,171     3,907,626
                                                   ------------   -----------
<PAGE>
UNIVIEW TECHNOLOGIES CORPORATION
Consolidated Statements of Cash Flows (Unaudited)
                                                       Three Months Ended
                                                   September 30  September 30
                                                           1998          1997
                                                   ------------   -----------
CASH FLOW FROM OPERATING ACTIVITIES
    Net Income/(Loss)                              $ (1,989,061)  $(2,365,773)
    Adjustments to reconcile net profit/(loss)
       to net cash used by operating activities
          Depreciation and Amortization                 613,986       232,058
          Provision for bad debts                             -        18,417
          Increase (decrease) in accounts payable,
             accrued and other liabilities             (443,702)       76,130
          Decrease (increase) in accounts receivable   (327,545)      (19,858)
          Decrease (increase) in inventory              135,002      (299,717)
          Decrease (increase) in prepaid expense         (7,020)      164,894
          Increase (decrease) in other liabilities            -        95,220
                                                   ------------   -----------
          Cash provided (used) by operating
             activities                              (2,018,340)   (2,289,069)
                                                   ------------   -----------
CASH FLOW FROM INVESTING ACTIVITIES
    Purchase of property and equipment                  (29,821)     (681,283)
    Payments on notes receivable                        103,103             -
    Software Development                                      -    (1,008,030)
    Proceeds from sale of marketable securities               -       135,190
                                                   ------------   -----------
    Cash provided by investing activities                73,282    (1,554,123)
                                                   ------------   -----------
CASH FLOW FROM FINANCING ACTIVITIES
    Proceeds from long term debt                              -             -
    Payments on long-term debt                         (130,180)       (4,374)
    Principal payments on capital lease obligations      (2,057)          412
    Issuances of preferred and common stock for cash          -     3,290,000
    Dividends paid through issuance of common stock           -        (6,937)
                                                   ------------   -----------
    Cash provided (used) by financing activities       (132,237)    3,279,101
                                                   ------------   -----------
NET INCREASE (DECREASE) IN CASH                      (2,077,295)     (564,091)
CASH AT BEGINNING OF PERIOD                           2,284,988       800,346
                                                   ------------   -----------
CASH AT END OF PERIOD                              $    207,693   $   236,255
                                                   ------------   -----------
<PAGE>
ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS

                       Forward Looking Statements

      This  report  may contain "Forward Looking Statements,"  which  are
Company  expectations,  plans,  and projections  which  may  or  may  not
materialize,  and  which are subject to various risks and  uncertainties.
When  used  in  this report, the words "plans," "expects," "anticipates,"
"estimates"  and  similar expressions are intended to  identify  forward-
looking  statements.   For a discussion of risk factors  associated  with
some  of  these expectations, please refer to the section entitled  "Risk
Factors"   contained  in  the  Company's  most  recent  S-3  Registration
Statement,  as  well  as the Company's other SEC filings,  which  contain
additional  discussion  about  those factors  which  could  cause  actual
results  or  events  to  differ  from management's  expectations.   These
forward-looking statements speak only as of the date of this report.  The
Company  expressly  disclaims any obligation or  undertaking  to  release
publicly any updates or change in the Company's expectations with  regard
thereto or any change in events, conditions or circumstances on which any
such  statement may be based, except as may be otherwise required by  the
securities laws.

                                Overview

     The  following  discussion provides information  to  assist  in  the
understanding  of  the  Company's  financial  condition  and  results  of
operations for the fiscal quarter ended September 30, 1998.  It should be
read  in conjunction with the Consolidated Financial Statements and Notes
thereto appearing in the Company's Annual Report on Form 10-K for  fiscal
year ended June 30, 1998.
     
                          Results of Operations

     Revenues.  The Company reports revenues of $4,392,000 in  the  first
fiscal quarter, compared to $74,000 for the same quarter last year.  This
increase resulted primarily from the Company's strategic acquisitions and
its expanded network design and integration capabilities.

     Gross Profit.  Gross Profit equals net sales less cost of goods sold
(both labor and material), non-direct, fixed manufacturing costs (such as
salaries,  leasing costs, and depreciation charges related to  production
operations),  and  non-direct,  variable  manufacturing  costs  (such  as
supplies  and  employee  benefits).  In the  first  fiscal  quarter,  the
Company reports gross profit of $935,000, compared to $8,000 for the same
quarter last  year.  This increase resulted primarily from the  Company's
strategic  acquisitions and its expanded network design  and  integration
capabilities.
     
     Operating  Expenses.   The Company reports $2,818,000  in  operating
expenses  for  the first fiscal quarter, compared to $2,363,000  for  the
same  quarter last year.  The Company anticipates that operating expenses
will  remain  fairly consistent as the Company continues to  develop  and
expand its business.
<PAGE>     
                     Liquidity and Capital Resources

     Cash  Flows  From Operations.   Cash flows from operations  for  the
fiscal  quarters ended September 30, 1998 and 1997 were ($2,018,000)  and
($2,289,000), respectively. Major components of cash flows from operations
for   the  current  quarter  included:   $614,000  for  depreciation  and
amortization, and the effects of a ($1,989,000) loss from operations.
     
     Cash  Flows  From Investing Activities.   During the first  quarter,
the  Company  purchased  $30,000 of property,  plant,  and  equipment  as
compared  to the purchase for cash of approximately $681,000  during  the
same period last year.  The Company also collected $103,000 from payments
on notes receivable.

      Cash  Flows from Financing Activities.   The Company used  cash  to
reduce long term debt in the amount of $132,000 during the quarter  ended
September  30, 1998, compared to $3,300,000 provided by the  issuance  of
preferred stock during the same quarter last year.

      The Company continues to rely on available credit arrangements  and
continued  sales  of  its common and preferred stock  to  supplement  its
ongoing  financial  needs.   It continues to be  evident  that  to  fully
realize the expected financial returns on its current business model,  it
will  be  necessary  for  the Company to join  with  one  or  more  major
financial  business partners which have the means to fund  the  Company's
operations  until it becomes self-supporting.  Until the Company  becomes
self-supporting  or links with a substantial financial business  partner,
additional  equity  or  debt  financing  will  be  required.   Management
continually  evaluates  opportunities with  various  investors  to  raise
additional  capital, without which, the Company's operations, growth  and
profitability would be restricted.  Management has in the past been  able
to  raise necessary financing to fund ongoing operations, however,  there
can be no assurance that such resources will continue to be available  to
the  Company or that they will be available upon terms favorable  to  the
Company.   A  lack  of sufficient financial resources to fund  operations
until  the Company's business plan begins to produce the expected returns
could have a material adverse effect on the Company's business, operating
results and financial condition.

                       PART II - OTHER INFORMATION

ITEM 5.   OTHER INFORMATION

     The  Common Stock is currently listed on the Nasdaq SmallCap  Market
("Nasdaq").   In  order to continue to be listed on Nasdaq,  the  Company
must  maintain $2,000,000 in net tangible assets (total assets less total
liabilities  and  goodwill) or market capitalization  of  $35,000,000  or
$500,000  in  net  income for two of the last three years,  a  $1,000,000
market  value for the public float, two market-makers, and a minimum  bid
price of $1.00 per share.  The Company has been notified that it complies
with  all  of the above listing criteria except the minimum bid price  of
its  Common Stock.  The Company has been further notified that its Common
Stock  price is not in compliance with the minimum bid price requirement,
pursuant  to  NASD  Marketplace Rule 4310(c)(04).  The Company  has  been
provided  ninety (90) calendar days, which expires January 13,  1999,  to
regain  compliance  with this standard.  The Company  regains  compliance
after  its  Common Stock price closes at or above the minimum requirement
for at least ten (10) consecutive trade days prior to January 13, 1999.
<PAGE>     
     Prior to January 13, 1999 and in the future, if the Company fails to
meet  the minimum maintenance criteria it may result in the delisting  of
the  Company's  securities  from Nasdaq, and  trading,  if  any,  of  the
Company's securities would thereafter be conducted in the non-Nasdaq over-
the-counter  market.   If  the  Company's  securities  are  delisted,  an
investor  could  find  it  more difficult to dispose  of,  or  to  obtain
accurate  quotations as to the market value of, the Company's securities.
In  addition, if the Common Stock were to become delisted from trading on
Nasdaq  and  the trading price of the Common Stock were to  remain  below
$5.00 per share, trading in the Common Stock would also be subject to the
requirements  of  certain other rules promulgated  under  the  Securities
Exchange  Act  of  1934,  as  amended.   Such  rules  require  additional
disclosure  by broker-dealers in connection with any trades  involving  a
stock  defined  as a "penny stock," i.e., any non-Nasdaq equity  security
that  has a market price of less than $5.00 per share, subject to certain
exceptions.   Such  rules further require the delivery  of  a  disclosure
schedule  explaining  the  penny stock market and  the  risks  associated
therewith prior to entering into any penny stock transaction, and  impose
various  sales  practice requirements on broker-dealers  who  sell  penny
stocks  to  persons  other  than  established  customers  and  accredited
investors (generally institutions.)  For these types of transactions, the
broker-dealer  must  make  a special suitability  determination  for  the
purchaser  and  must  receive  the purchaser's  written  consent  to  the
transaction  prior  to  the sale.  The additional  burdens  imposed  upon
broker-dealers by such requirements could discourage broker-dealers  from
effecting  transactions in the Common Stock, which could  severely  limit
the market liquidity of the Common Stock and the ability of purchasers in
this offering to sell the Common Stock in the secondary market.

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

     Exhibits

          Reference is made to the Exhibit Index beginning on page 12  of
          this  Form  10-Q/A for a list of all exhibits  filed  with  and
          incorporated by reference in this report.

     (b)  Reports on Form 8-K

          During  the  three months ended September 30, 1998 the  Company
          filed  an amended Current Report on Form 8-K/A, dated September
          1, 1998 reporting the required financial information concerning
          the  Company's acquisition of Video Management, Inc. (including
          wholly  owned  subsidiaries Network America, Inc. and  CompuNet
          Support Systems, Inc.).

                           SIGNATURES

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

                              uniView Technologies Corporation
                                   (Registrant)
                              By:   /s/    Patrick A. Custer
                                   Patrick A. Custer, President
                                   (Principal Financial and Duly
                                    Authorized Officer)
Date:     November 24, 1998
<PAGE>
                UNIVIEW TECHNOLOGIES CORPORATION
                        and Subsidiaries

                         EXHIBIT INDEX

Exhibit Number      Description of Exhibits   Sequential Page Number

3(i)      Articles  of Incorporation of the Company, as  amended  
          (filed as  Exhibit "4.1"  to  the  Company's  Registration
          Statement on Form S-3 filed with the Commission on May 13,
          1998 and incorporated herein by reference.)         N/A

3(ii)     Bylaws  of  the Company, as amended (filed as Exhibit  
          "3(ii)" to the Company's Quarterly Report on Form 10-Q for
          the   fiscal   quarter  ended  December   31,   1997   and
          incorporated herein by reference.)                  N/A

4.1       Form of Common Stock Certificate of the Company (filed  as
          Exhibit "4.2" to the Company's annual report on Form  10-K
          for  the  fiscal year ended June 30, 1994 and incorporated
          herein by reference.)                               N/A

4.2       Series  A  Preferred Stock terms and conditions (filed  as
          Exhibit "4.3" to the Company's annual report on Form  10-K
          for  the  fiscal year ended June 30, 1994 and incorporated
          herein by reference.)                               N/A

4.3       Series  H  Preferred Stock terms and conditions (filed  as
          Exhibit  "4.4" to the Company's Registration Statement  on
          Form S-3 originally filed with the Commission on June  20,
          1996 and incorporated herein by reference.)         N/A

4.4             Series Q Preferred Stock terms and conditions (filed
          as Exhibit "4.6" to the Company's Current Report on Form 8-
          K   dated  June  12,  1998  and  incorporated  herein   by
          reference.)

4.5             Series  1998-A1 Preferred Stock terms and conditions
          (filed  as  Exhibit  "4.5" to the  Company's  Registration
          Statement  on Form S-3 filed with the Commission  on  July
          20, 1998 and incorporated herein by reference.)     N/A

4.6       Form  of  warrant issued in connection with Series 1998-A1
          Preferred  Stock (filed as Exhibit "4.7" to the  Company's
          Registration  Statement  on  Form  S-3  filed   with   the
          Commission  on  July 20, 1998 and incorporated  herein  by
          reference.)                                         N/A
     
4.7       Form  of warrant issued in connection with the J.P.  Carey
          Agreement   (filed  as  Exhibit  "4.8"  to  the  Company's
          Registration  Statement  on  Form  S-3  filed   with   the
          Commission  on  July 20, 1998 and incorporated  herein  by
          reference.)                                         N/A

4.8       Form  of  warrant issued in connection with the Pacific  
          Continental  Agreement  (filed  as  Exhibit  "4.9"  to the
          Company's  Registration Statement on Form S-3  filed  with
          the Commission on July 20, 1998 and incorporated herein by
          reference.)                                         N/A
<PAGE>
27*       Financial  Data  Schedule.                           14
_______________
*  Filed herewith.