SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549


                                Form 10-Q/A
                            Amendment Number 2
                            ------------------

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

         For the quarterly period ended December 31, 2001

                                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 Identification No.)
    incorporation or organization)

 17300 North Dallas Parkway, Suite 2050,                   75248
             Dallas, Texas                               (Zip Code)
 (Address of principal executive offices)

                                (972) 233-0900
             (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 January 31, 2002, there were 3,398,977 shares of Registrant's common
 stock outstanding.

<PAGE>

                           GENERAL INDEX
                                                                     Page
                                                                    Number
 ---------------------------------------------------------------------------

                              PART I.
                       FINANCIAL INFORMATION


 ITEM 1.   CONSOLIDATED FINANCIAL STATEMENTS......................     3

 ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
           CONDITION AND RESULTS OF OPERATIONS....................    10

 ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
           RISK...................................................    14


                             PART II.
                         OTHER INFORMATION


 ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K.......................    15

 SIGNATURES.......................................................    15

 EXHIBIT INDEX....................................................    16


<PAGE>

                      PART I  -  FINANCIAL INFORMATION

 ITEM 1.   CONSOLIDATED FINANCIAL STATEMENTS


<TABLE>
 UNIVIEW TECHNOLOGIES CORPORATION and Subsidiaries
 Consolidated Balance Sheets



                                                   December 31      June 30
                                                       2001           2001
                                                   -----------    -----------
                                                   (Unaudited)   (As restated)
                                                  (As restated)
 <S>                                              <C>            <C>
            ASSETS

 CURRENT ASSETS
   Cash and cash equivalents                      $  1,006,986   $    580,601
   Trade accounts receivable, net                      494,968        561,257
   Notes receivable                                  1,185,000              -
   Inventories                                         189,232        223,449
   Prepaid expenses                                     70,868        153,532
   Other current assets                                 93,290        166,551
                                                   -----------    -----------
            Total current assets                     3,040,344      1,685,390

 PROPERTY AND EQUIPMENT, net of
   accumulated depreciation                            287,275        655,558

 OTHER ASSETS
   Purchased software, net of
     accumulated amortization                          978,590      1,395,419
   Product and software development
     costs, net of accumulated amortization            560,238        696,768
   Trademark, net of accumulated amortization                -      3,088,161
   Goodwill, net of accumulated amortization         1,056,235      1,106,961
   Other                                               117,496        209,103
                                                   -----------    -----------
            Total other assets                       2,712,559      6,496,412
                                                   -----------    -----------
            Total asset                           $  6,040,178   $  8,837,360
                                                   ===========    ===========

</TABLE>
<PAGE>
<TABLE>

 UNIVIEW TECHNOLOGIES CORPORATION and Subsidiaries
 Consolidated Balance Sheets

                                                   December 31      June 30
                                                       2001           2001
                                                   -----------    -----------
                                                   (Unaudited)   (As restated)
                                                  (As restated)
 <S>                                              <C>            <C>
           LIABILITIES AND STOCKHOLDERS' EQUITY

 CURRENT LIABILITIES
   Current maturities of long-term debt           $     19,197   $     22,576
   Current maturities of obligations
     under capital leases                               46,994         71,741
   Trade accounts payable                              350,665        447,093
   Accrued expenses                                    702,192      1,108,984
   Deposits                                            910,000        450,000
   Deferred revenue                                    115,747        245,034
                                                   -----------    -----------
             Total current liabilities               2,144,795      2,345,428

 LONG TERM DEBT, less current maturities                26,564      1,356,630

 OBLIGATIONS UNDER CAPITAL LEASES, less
   current maturities                                   15,562         31,496
                                                   -----------    -----------
             Total liabilities                       2,186,921      3,733,554

 REDEEMABLE PREFERRED STOCK
   Series 1999-D1, 720 and 720 shares issued
     and outstanding at December 31, 2001 and
     June 30, 2001, respectively (liquidation
     preference of $18,000,000 and $18,000,000
     plus undeclared dividends of $2,296,849
     and $1,846,849 at December 31, 2001 and
     June 30, 2001, respectively)                      283,500      1,170,000


 STOCKHOLDERS' EQUITY
    Preferred stock, cumulative, $1.00 par
      value; 1,000,000 shares authorized:
      Series A, 30,000 and 30,000 shares issued
        and outstanding at December 31, 2001
        and June 30, 2001, respectively
        (liquidation preference of $30,000
        and $30,000)                                    30,000         30,000
      Series H, 2 and 2 shares issued and
        outstanding at December 31, 2001
        and June 30, 2001, respectively
        (liquidation preference of $50,000
        and $50,000)                                         2              2

   Common stock, $.80 par value; 80,000,000
        shares authorized; 3,398,977 shares
        issued and outstanding at December
        31, 2001, and  June 30, 2001                 2,719,181      2,719,181
    Additional paid in capital                      56,709,457     56,365,019
    Accumulated deficit                            (55,888,883)   (55,180,396)
                                                   -----------    -----------
             Total stockholders' equity              3,569,757      3,933,806
                                                   -----------    -----------
             Total liabilities and
               stockholders' equity               $  6,040,178   $  8,837,360
                                                   ===========    ===========

      The accompanying notes are an integral part of these statements.

</TABLE>
<PAGE>
<TABLE>

 UNIVIEW TECHNOLOGIES CORPORATION and Subsidiaries
 Consolidated Statements of Operations (Unaudited)

                                       Three months ended             Six months ended
                                    December 31   December 31    December 31    December 31
                                        2001          2000          2001           2000
                                    ----------    ----------     ----------     ----------
                                   (As restated) (As restated)  (As restated)  (As restated)
 <S>                               <C>           <C>            <C>            <C>
 Revenues
   Product sales                   $   314,396   $ 2,064,054    $ 1,582,435    $ 3,525,528
   Services                            513,461       856,918        834,931      1,851,181
   Royalties                                 -       187,500         50,153        312,500
                                    ----------    ----------     ----------     ----------
     Total revenues                    827,857     3,108,472      2,467,519      5,689,209

 Cost of products and services
   Cost of product sales               112,476     1,278,965        597,456      2,144,177
   Cost of services                    241,658       550,535        393,258      1,237,531
                                    ----------    ----------     ----------     ----------
     Total cost of products
       and services                    354,134     1,829,500        990,714      3,381,708
                                    ----------    ----------     ----------     ----------

     Gross margin                      473,723     1,278,972      1,476,805      2,307,501

 Operating expenses
   Sales expense                        13,462       131,494         31,420        210,196
   G & A expense                     1,368,435     2,331,127      2,804,925      4,549,842
   Depreciation and amortization       464,495       427,293        881,781        814,523
                                    ----------    ----------     ----------     ----------
     Total operating expenses        1,846,392     2,889,914      3,718,126      5,574,561
                                    ----------    ----------     ----------     ----------
     Operating loss                 (1,372,669)   (1,610,942)    (2,241,321)    (3,267,060)

 Other (income) expense
   Gain on sale of trademark                 -             -     (1,103,046)             -
   Interest and other income           (27,914)      (10,930)       (44,505)       (16,582)
   Interest expense                      3,786        31,358         93,915         56,108
                                    ----------    ----------     ----------     ----------
     Total other (income) expense      (24,128)       20,428     (1,053,636)        39,526
                                    ----------    ----------     ----------     ----------
     Loss before extraordinary item (1,348,541)   (1,631,370)    (1,187,685)    (3,306,586)

 Extraordinary Item - early
    extinguishment of debt                   -             -       (406,243)             -

      Net loss                      (1,348,541)   (1,631,370)    (1,593,928)    (3,306,586)

  Decrease in fair value
    of redeemable preferred stock     (145,125)  (10,378,350)      (886,500)    (6,103,350)

  Dividend requirements on
    preferred stock                    226,075       226,075        452,150        452,150
                                    ----------    ----------     ----------     ----------
  Net income (loss) attributable
    to common stockholders after
    extraordinary item             $(1,429,491)  $ 8,520,905    $(1,159,578)   $ 2,344,614
                                    ==========    ==========     ==========     ==========
  Income (loss) per common share
    - basic
    Income (loss) before
      extraordinary item           $     (0.42)  $      2.51    $     (0.22)   $      0.69
    Extraordinary item                       -             -          (0.12)             -
                                    ----------    ----------     ----------     ----------
     Net income (loss)             $     (0.42)  $      2.51    $     (0.34)   $      0.69
                                    ==========    ==========     ==========     ==========
  Weighted average common shares
  outstanding - basic                3,398,977     3,398,977      3,398,977      3,376,376

  Income (loss) per common share
    - diluted
    Income (loss) before
      extraordinary item           $     (0.42)  $      2.50    $     (0.22)   $      0.68
    Extraordinary item                       -             -          (0.12)             -
                                    ----------    ----------     ----------     ----------
     Net income (loss)             $     (0.42)  $      2.50    $     (0.34)   $      0.68
                                    ==========    ==========     ==========     ==========
  Weighted average common shares
  outstanding - diluted              3,398,977     3,405,662      3,398,977      3,443,535



      The accompanying notes are an integral part of these statements.

</TABLE>
<PAGE>
<TABLE>

 UNIVIEW TECHNOLOGIES CORPORATION and Subsidiaries
 Consolidated Statements of Cash Flows (Unaudited)
 Six Months Ended December 31,


                                                       2001            2000
                                                   -----------     -----------
                                                  (As restated)   (As restated)
    <S>                                           <C>             <C>
    Cash flows from operating activities
      Net loss                                    $ (1,593,928)   $ (3,306,586)
      Adjustments to reconcile net loss to
        cash used in operating activities:
        Depreciation and amortization                  881,781         814,523
        Write-off of fixed assets                      143,549               -
        Other                                            5,475          26,879
        Gain on sale of Curtis Mathes trademark     (1,103,046)              -
        Discount on debt                                46,045               -
        Early extinguishment of debt                   406,243               -
        Changes in operating assets
          and liabilities:
                 Trade accounts receivable              66,159        (518,312)
                 Inventories                            28,872          (3,610)
                 Prepaid expense                        82,664         122,774
                 Other current assets                  164,219         283,988
                 Other assets                                -         (88,603)
                 Accounts payable and accrued
                   liabilities                         125,780          92,869
                 Deferred revenue                     (129,287)       (352,290)
                                                   -----------     -----------
        Cash and cash equivalents used in
          operating activities                        (875,474)     (2,928,368)

    Cash flows from investing activities
           Proceeds from sale of trademark             865,000               -
           Purchase of property and equipment          (11,606)       (132,411)
           Additions to product and software
             development costs                               -        (150,957)
                                                   -----------     -----------
        Cash and cash equivalents provided
          by (used in) investing activities            853,394        (283,368)

    Cash flows from financing activities
           Proceeds from long term debt                      -       1,000,000
           Proceeds from long term debt                500,000               -
           Proceeds from line of credit                      -       1,746,003
           Principal payments on line of credit              -      (2,067,445)
           Principal payments on long-term debt         (9,795)        (15,970)
           Principal payments on capital lease
             obligations                               (40,681)        (55,119)
           Dividends paid                               (1,059)         (2,500)
           Net proceeds from equity transactions             -       2,000,000
                                                   -----------     -----------
        Cash and cash equivalents provided
          by financing activities                      448,465       2,604,969

    Net increase (decrease) in cash and cash
      equivalents                                      426,385        (606,767)
    Cash and cash equivalents, beginning of period     580,601       1,422,167
                                                   -----------     -----------
    Cash and cash equivalents, end of period      $  1,006,986    $    815,400
                                                   ===========     ===========
    Supplemental information
     Cash paid for interest                       $     73,492    $     56,107
     Non-cash investing and financing activities:
       Debt relieved upon sale of trademark       $  2,000,000               -
       Notes receivable from sale of trademark    $  1,185,000               -
       Warrants issued in connection with debt    $    275,938               -
       Warrants issued in connection with sale
         of trademark                             $     68,500               -


      The accompanying notes are an integral part of these statements.

</TABLE>

<PAGE>

              UNIVIEW TECHNOLOGIES CORPORATION AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              December 31, 2001
                                 (Unaudited)

 BASIS OF PRESENTATION

      The interim  consolidated  financial statements  and  summarized  notes
 included herein were prepared, without audit, in accordance with  accounting
 principles generally accepted in  the United States  of America (U.S.  GAAP)
 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 U.S.  GAAP  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.


 RESTATEMENT AND REDEEMABLE PREFERRED STOCK

      In July 2001, the  Emerging  Issues  Task Force (EITF) issued Topic No.
 D-98, which clarified the accounting for classification  and measurement  of
 redeemable  securities.  EITF Topic  No. D-98,  which is  effective for  all
 reporting periods subsequent to December 15, 2001, addresses securities that
 become redeemable at a future date and for which their redemption amount  is
 variable, and suggests two methods of  accounting for these securities:  the
 accretion of  changes in  redemption  value over  the  period from  date  of
 issuance  to  earliest  redemption  date,  or  recognition  of  changes   in
 redemption value immediately as  they occur and  adjustment to the  carrying
 value of the  security to  equal the  redemption value  at the  end of  each
 reporting  period.  The  Company's  Series  1999  D-1  preferred  stock  was
 redeemable at a  price which  fluctuated based on  the market  price of  the
 Company's common stock.   As a  result, the Company  has adopted the  latter
 method of  accounting  for these  types  of  securities, and  as  such,  has
 restated all  periods  presented to  reflect  the change  on  the  Company's
 accounting for Series 1999 D-1 preferred stock.




 The effect of the restatement is as follows:

<TABLE>
 Balance sheets
 --------------
                                    December 31, 2001        June 30, 2001
                                     --------------          -------------
 <S>                                  <C>                    <C>
 Stockholders' equity
   as previously reported             $ 3,853,257            $ 5,103,806
   as restated                          3,569,757              3,933,806

 Redeemable preferred stock
   as previously reported                       -                      -
   as restated                            283,500              1,170,000


 Statements of operations
 ------------------------
                                       For the three     For the three     For the six       For the six
                                       months ended      months ended      months ended      months ended
                                    December 31, 2001 December 31, 2000 December 31, 2001 December 31, 2000
                                      --------------    --------------    --------------    --------------
 <S>                                   <C>              <C>               <C>               <C>
 Net income (loss) attributable to
  common shareholders
    as previously reported             $ (1,574,616)    $ (1,857,445)     $ (2,046,078)     $ (3,758,736)
 (Increase) decrease in fair value
 of redeemable preferred stock              145,125       10,378,350           886,500         6,103,350
                                        -----------      -----------       -----------       -----------
   as restated                           (1,429,491)       8,520,905        (1,159,578)        2,344,614

 Income (loss) per common share
   - basic
 Income (loss) before
  extraordinary item
   as previously reported              $      (0.46)    $      (0.55)     $      (0.48)     $      (1.11)
   as restated                         $      (0.42)    $       2.51      $      (0.22)     $       0.69

 Net income (loss)
   as previously reported              $      (0.46)    $      (0.55)     $      (0.60)     $      (1.11)
   as restated                         $      (0.42)    $       2.51      $      (0.34)     $       0.69

 Income (loss) per common share
  - diluted
 Income (loss) before
  extraordinary item
   as previously reported              $      (0.46)    $      (0.55)     $      (0.48)     $      (1.11)
   as restated                         $      (0.42)    $       2.50      $      (0.22)     $       0.68

 Net income (loss)
   as previously reported              $      (0.46)    $      (0.55)     $      (0.60)     $      (1.11)
   as restated                         $      (0.42)    $       2.50      $      (0.34)     $       0.68

 Weighted average common shares
   outstanding - diluted
   as previously reported                 3,398,977        3,398,977         3,398,977         3,376,376
   as restated                            3,398,977        3,405,662         3,398,977         3,443,535

</TABLE>



 DISPOSITION OF ASSETS

      In September 2001,  the Company sold  the Curtis  Mathes trademark  for
 $4.5 million, consisting of cash and notes receivable.  $450,000 in cash was
 received in June 2001.  At December 31,  2001, a total of $1,315,000 of  the
 purchase price had  been received in  cash, leaving  an aggregate  principal
 balance due on  notes receivable totaling  $1,185,000 due  at various  dates
 through September  2002.   In  connection with  the  sale, the  Company  was
 further released from  approximately $2.0 million  of long-term debt,  which
 was assumed  by the  buyer of  the trademark.   The  Company had  a gain  of
 $1,103,046 on the sale of the trademark.

      The Company wrote off  the remaining assets of  $143,549 relating to  a
 prior acquisition, as these assets are no longer being utilized.


 CREDIT AGREEMENT/NOTES PAYABLE

      All of the Company's long term debt owed to Sagemark Capital, L.P.  was
 removed pursuant  to the  sale agreement  for the  Curtis Mathes  trademark,
 whereby the  buyer  assumed the  debt  and  the Company  was  released  from
 liability.  As a result of the payment of the $2 million face amount of long
 term debt, the Company recorded an extraordinary loss on debt extinguishment
 of $406,243 because the  carrying amount of the  debt was $1,593,757 at  the
 time of payment due to the value of  the warrants given upon receipt of  the
 debt.

      Outstanding notes payable at the end of the period were $45,761,  which
 represents the principal balance remaining due on three vehicles utilized at
 the Network America subsidiary.


 REVERSE STOCK SPLIT

      In September 2001, the  Company stockholders approved  a one for  eight
 reverse stock  split.   All share  and per  share data  give effect  to  the
 reverse split applied retroactively  as if it occurred  at the beginning  of
 the earliest period presented.



 EARNINGS (LOSS) PER SHARE

      Basic earnings (loss)  per share are  based upon  the weighted  average
 number of shares of common stock  outstanding.  Diluted earnings (loss)  per
 share are based upon the weighted  average number of shares of common  stock
 outstanding and, when  dilutive, common shares  issuable for stock  options,
 warrants and convertible securities. There are no dilutive securities in the
 three  and  six-month  periods  ended  December 31,  2001.   The  effect  of
 preferred stock dividends and changes in value of redeemable preferred stock
 on net income allocable to common stockholders was ($.02) per share  for the
 three  months ended December 31, 2001, $2.99 per  share for the three months
 ended December  31, 2000, $.13 per share for  the  six months ended December
 31,  2001 and $1.67 per  share for the six  months  ended December 31, 2000.

      The weighted average of outstanding warrants that were not included  in
 the diluted calculation  because their effect  would be anti-dilutive  total
 440,344 and 265,214 for the three months and 436,268 and 260,653 for the six
 months ended December 31, 2001 and 2000, respectively.  The weighted average
 of outstanding options  that were not  included in  the diluted  calculation
 because their effect would  be anti-dilutive total  954,530 and 601,333  for
 the three months and 771,094 and  494,759 for the six months ended  December
 31, 2001 and 2000, respectively.



 SUBSEQUENT EVENT

      On January 16, 2002, the Company completed a source code license to one
 of its largest customers of its uniView Softgen product.  The sale  resulted
 in the Company receiving $1.3 million in cash.  The buyer also hired six  of
 the Company's employees.  The Company  is actively marketing similar  source
 code licenses to other  customers.  Although the  agreement was signed  with
 the customer in December 2001, the software was not  delivered until January
 2002, causing recognition of the revenue to be deferred until January 2002.


 BUSINESS SEGMENT INFORMATION

      During 2001  and  2000,  the  Company  was  primarily  engaged  in  the
 development of advanced digital entertainment devices and related supporting
 technologies,  computer   systems   integration,  and   computer   telephony
 integration software.   The following tables  set forth certain  information
 with respect to the three and six months ended December 31:

<TABLE>

                                            Three Months Ended                  Six Months Ended
                                       December 31       December 31      December 31      December 31
                                           2001              2000             2001             2000
                                      ------------     -------------     -------------     ------------
 <S>                                 <C>              <C>               <C>               <C>
 Net Revenues:
      Product sales                  $     314,396    $    2,064,054    $    1,582,435    $   3,525,528
      Services                             513,461           856,918           834,931        1,851,181
      Royalties                                  -           187,500            50,153          312,500
                                      ------------     -------------     -------------     ------------
                                     $     827,857    $    3,108,472    $    2,467,519    $   5,689,209

 Operating loss:
      Product sales                  $    (415,004)    $    (562,122)  $      (452,545)   $  (1,046,519)
      Services                             (87,274)         (477,218)          (67,999)      (1,004,154)
      Corporate                           (870,391)         (571,602)       (1,720,777)      (1,216,387)
                                      ------------     -------------     -------------     ------------
 Total operating loss                   (1,372,669)       (1,610,942)       (2,241,321)      (3,267,060)

 Less interest expense                      (3,786)          (31,358)          (93,915)         (56,108)
 Gain on sale of trademark                       -                 -         1,103,046                -
 Interest and other income                  27,914            10,930            44,505           16,582
                                      ------------     -------------     -------------     ------------
 Net loss before extraordinary item     (1,348,541)       (1,631,370)       (1,187,685)      (3,306,586)
                                      ------------     -------------     -------------     ------------
 Extraordinary item - early
       extinguishment of debt                    -                 -          (406,243)               -
                                      ------------     -------------     -------------     ------------
 Net loss after extraordinary item   $  (1,348,541)   $   (1,631,370)   $   (1,593,928)   $  (3,306,586)
                                      ============     =============     =============     ============
</TABLE>
<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  our
 expectations, plans, and projections which may  or may not materialize,  and
 which are subject to various  risks and uncertainties, including  statements
 concerning expected expenses,  and the adequacy  of our sources  of cash  to
 finance our current and  future operations.  When  used in this report,  the
 words "plans," "believes," "expects," "anticipates," "estimates" and similar
 expressions are intended  to identify forward-looking  statements.   Factors
 which could cause actual results to materially differ from our  expectations
 include the following: general  economic conditions and  growth in the  high
 tech industry; competitive factors and pricing pressures; changes in product
 mix; the timely development  and acceptance of new  products; and the  risks
 described from time to time in  the our SEC filings.  These  forward-looking
 statements speak only as of the date of this report.  We expressly  disclaim
 any obligation or undertaking to release publicly any updates or changes  in
 our expectations 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

      uniView Technologies Corporation and  its subsidiaries (the  "Company")
 offer enhanced digital media solutions to customers worldwide.  Our  digital
 entertainment devices  enable the  delivery of  the highest  quality  video,
 audio and gaming features through the Internet to a television set.

     We offer contact center customer service solutions through CIMphony[TM],
 a suite of computer  telephony  integration  (CTI)  software  products   and
 services.   CIMphony facilitates  communication between  a customer  service
 representative and their customer by  allowing contact centers to  customize
 and incorporate voice, data and Internet communications into their  customer
 interactions.

      We market our  products and services  to hospitality, utility,  banking
 and telecommunication  companies.   Due  to  the open  architecture  of  our
 products,  they  can  be  readily   customized  to  a  specific   customer's
 requirements.  This feature  is not limited  by geographical boundaries  and
 our products  can be  configured for  international  customers, as  well  as
 domestic.  We believe that our easily adaptable products position us at  the
 forefront of the emerging interactive broadband and CTI industries.

      More  information   about  us   can  be   found   at  our   Web   site,
 www.uniView.com.  Information shown or otherwise  linked on the Web site  is
 not incorporated in  any prior or  future filings of  the Company under  the
 1933  Act  or  the  1934  Act,  unless  we  specifically  incorporate   such
 information by reference, and such information shall not otherwise be deemed
 filed under such Acts.


      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 December  31, 2001.   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, 2001, including the amendment filed on March 26, 2002.

 Restatement and Redeemable Preferred Stock

      In July 2001, the Emerging Issues Task Force (EITF) issued Topic No. D-
 98, which clarified  the accounting  for classification  and measurement  of
 securities that  become redeemable  at a  future date  and for  which  their
 redemption amount is  variable.   Our Series  1999 D-1  preferred stock  was
 redeemable on June 10, 2002 at a price which fluctuated based on the  market
 price of our common stock.  We have adopted an accounting method provided in
 EITF Topic D-98 for these types  of securities, which recognizes changes  in
 redemption value immediately as they occur and adjusts the carrying value of
 the security to  equal the  redemption value at  the end  of each  reporting
 period.  We  have restated all  periods presented to  reflect the change  in
 accounting for  Series 1999  D-1 preferred  stock, which  primarily  affects
 reported  dividend  requirements   on  preferred  stock,   net  income   and
 stockholders' equity,  which is  due solely  to fluctuations  in the  market
 price of our common stock.


                            Results of Operations

      Revenues.  Total revenues for the second fiscal quarter ended  December
 31, 2001 were approximately $828,000, compared to  $3.1 million for the same
 quarter  last  year.  For  the six  months  ended  December 31, 2001,  total
 revenues  decreased to  $2.5 million, compared to  $5.7 million for the same
 period last year.  The decreases primarily are due to the  general  downturn
 involving technology companies and the ongoing conversion of Network America
 to a service-intensive operation.

 uniView Softgen.  Revenues for uniView Softgen for the second fiscal quarter
 ended December  31,  2001  were approximately  $342,000,  compared  to  $1.2
 million for the same quarter last year.   For the six months ended  December
 31, 2001, revenues decreased to $1.2  million, compared to $1.7 million  for
 the same period last year.  As a result of the deferral of the revenues from
 the source code license sale as  discussed under caption "Subsequent  Event"
 on pages  8 and  12 of  this 10-Q  Report, we  will report  $1.3 million  in
 revenues in  the next  quarter  from this  transaction.   We  expect  future
 revenues to be generated primarily through sales of source code licenses  to
 our customers.

 Network America.  Revenues for Network America for the second fiscal quarter
 ended December  31,  2001  were approximately  $430,000,  compared  to  $1.6
 million for the same quarter last year.   For the six months ended  December
 31, 2001, revenues decreased to $1.2  million, compared to $3.4 million  for
 the same period last year.  The decreases can be attributed to a  transition
 from primarily offering hardware to primarily offering services.  We  expect
 future  revenues  to  be  generated  primarily  through  cabling  and  other
 services.

 Curtis Mathes.  Due to the sale of the Curtis Mathes trademark in  September
 2001, the  Company recognized  no royalty  revenue  and $50,000  in  royalty
 revenue for  the  three and  six  month  periods ended  December  31,  2001,
 compared to $187,500 and $312,500 for the same periods in 2000, respectively.

      Gross Margin.    Gross  margin for  the  second  fiscal  quarter  ended
 December 31, 2001 was approximately $474,000,  compared to $1.3 million  for
 the same quarter last year.  Gross margin  as a percentage of sales for  the
 second fiscal quarter ended December 31,  2001 was 57%, compared to 41%  for
 the same quarter last year.  Gross margin for the six months ended  December
 31, 2001 was $1.5 million, compared to $2.3 million for the same period last
 year.   Gross margin  as a  percentage of  sales for  the six  months  ended
 December 31, 2001 was 60%, compared to 41%  for the same period last year.
 These increases can be attributed to a shift in emphasis from hardware sales
 to higher margin service contracts at Network America.

      Operating Expenses.   Total  operating  expenses  for the three  months
 ended  December 31, 2001  decreased  36% to $1.8 million,  compared  to $2.9
 million  for the  same  quarter  last year.  Total  operating  expenses  for
 the six  months ended  December  31, 2001  decreased  33% to  $3.7  million,
 compared to  $5.6  million  for the  same  period  last  year.   Significant
 components of operating expenses for the three and six months ended December
 31, 2001 and 2000 consisted of the following:

                                Three Months Ended         Six Months Ended
                            December 31   December 31  December 31  December 31
                               2001          2000         2001         2000
                             ---------    ----------   ----------   ----------
 Compensation               $  811,000   $ 1,191,000  $ 1,714,000  $ 2,580,000
 Facilities                    141,000       151,000      268,000      280,000
 Depreciation                  117,000       124,000      236,000      282,000
 Online service expense          3,000       232,000       59,000      442,000
 Amortization of product
  and software development
  costs, purchased software,
  trademark, and goodwill      348,000       302,000      645,000      532,000
 Legal expense and
  professional fees             96,000       156,000      151,000      307,000
 Sales and marketing
  expenses                      14,000       132,000       31,000      210,000
 Other                         316,000       602,000      614,000      942,000
                             ---------    ----------   ----------   ----------
 Total                     $ 1,846,000   $ 2,890,000  $ 3,718,000  $ 5,575,000


      Other expenses include public company cost, telephone, travel,  office,
 insurance, and  other general  and administrative  expenses.   The  $400,000
 decrease in online service expenses for 2001 and 2000 primarily consists  of
 TVData online television  listings utilized in  connection with our  digital
 entertainment products, which services  were terminated in  July 2001.   The
 remaining decrease in operating expenses  of approximately $2.5 million  for
 the six month period  ended December 31, 2001  is primarily attributable  to
 reduced compensation and other expenses due to a reduction in the number  of
 employees and overall cost controls.


                       Liquidity and Capital Resources

      Cash Flows From Operations.  Cash used in operations for the six months
 ended December  31,  2001  and 2000  was  approximately  $875,000  and  $2.9
 million, respectively.  The major components  of cash flows from  operations
 for  the  current  period  were  comprised  of  a  $1.6  million  loss  from
 operations, which  included depreciation  of  $236,000 and  amortization  of
 $645,000, primarily capitalized  software amortization, a  one-time gain  of
 $1.1 million on the  sale of the  Curtis Mathes trademark,  and a charge  of
 $406,000 for early extinguishment of debt.

      Cash Flows  From Investing  Activities.   During the  six months  ended
 December 31,  2001,  we  received net  cash  from  investing  activities  of
 approximately $853,000.  We received $865,000  in proceeds from the sale  of
 the trademark and purchased approximately $12,000 of property and equipment.
 During  the same period  last year, we  purchased approximately $132,000  of
 property and equipment  and expended approximately  $150,000 on product  and
 software development.

      Cash Flows  from Financing  Activities.   During the  six months  ended
 December 31,  2001 we  generated net  cash  of approximately  $450,000  from
 financing activities, compared to $2.6 million  during the same period  last
 year.  The primary source of these  funds for the six months ended  December
 31, 2001 was a loan of $500,000, which was subsequently assumed by the buyer
 upon the sale of the Curtis Mathes trademark.


 Going Concern

      We continue to believe that we will be able to generate sufficient cash
 to support our  operations for at  least the next  twelve months.   Although
 cash used  in  operations during  the  three  and six  month  periods  ended
 December 31, 2001 decreased substantially from  the same periods last  year,
 we did not achieve a  positive cash flow from  operations.  Our viable  plan
 for reaching profitability generally  includes further reduction of  general
 and administrative  expenses and  continuing to  increase our  gross  margin
 percentages.  Specifically,  we plan  to implement  additional employee  and
 operational efficiencies to further reduce our  fixed overhead.  We  believe
 that our  gross  margin  percentages  can  be  maximized  by  continuing  to
 emphasize higher margin  services over product  sales.  We  believe that  we
 continued to make progress this fiscal quarter and we believe that our  plan
 is still viable.   We expect  to receive additional  cash payments from  the
 sale of  our Curtis  Mathes trademark,  which was  consummated in  September
 2001.   The trademark  was sold  for  $4.5 million,  of which  $450,000  was
 received in cash in June 2001 prior to completion of the sale.  At  December
 31, 2001, a total of $1,315,000 had been received in cash and $1,185,000  is
 due at  various dates  through September  2002.   In December  2001 we  also
 received a cash deposit of $910,000 from the HSBC transaction.  We  received
 another $390,000  in  cash from  this  transaction in  January  2002,  after
 delivery of  the source  code to  HSBC.   We expect  to continue  generating
 revenues from  our  cabling operations  at  Network America,  licensing  our
 digital  media  technology,  selling  digital  entertainment  devices,   and
 providing CTI services, as well as selling other source code licenses of our
 CTI technology.

      However, if we  are unable  to achieve a  positive cash  flow from  the
 foregoing, additional financing or equity placements may again be necessary.
 Although  we believe that sufficient financing resources are available, such
 resources may  not  continue to  be  available to  us  or they  may  not  be
 available upon favorable terms.

                                Other Matters

 Subsequent Event

      In December 2001, we sold a source code license of our CIMphony product
 to HSBC Holdings plc  ("HSBC"), our largest customer  for that product,  for
 $1.3 million in cash.  Although  the agreement was signed in December  2001,
 the software was not delivered to  HSBC until January 2002, thereby  causing
 recognition of the revenue  to be deferred until  January 2002. In  February
 2002, as part of the agreement, we allowed HSBC to hire six of our employees
 who were principally  involved in servicing  this customer, while  retaining
 adequate support  staff  for  our  other CTI  customers.    In  addition  to
 providing cash for operations, this transaction  resulted in a reduction  of
 overall employee expenses, while continuing to allow opportunities for sales
 of  CIMphony  source  code  licenses  to  other  customers.    However,  the
 transaction is also  expected to result  in limited revenues  in the  future
 from this  customer,  as it  assumes  the  responsibility for  its  own  CTI
 software operations.  This customer generated approximately $2.5 million  in
 revenues during the year ended June 30, 2001.


 ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

      We are exposed to market risk from changes in interest rates which  may
 adversely affect  our financial  position, results  of operations  and  cash
 flows.  In seeking to minimize the risks from interest rate fluctuations, we
 manage exposures through our regular operating and financing activities.  We
 do not use financial instruments for  trading or other speculative  purposes
 and we are not a party to any leveraged financial instruments.

      We are exposed to  interest rate risk  primarily through our  borrowing
 activities, which  are  described  in the  "Long-Term  Debt"  Notes  to  the
 Consolidated Financial  Statements of  our Annual  Report on  Form 10-K  for
 fiscal year ended June 30, 2001, which are incorporated herein by reference.


                         PART II - OTHER INFORMATION

 ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

      Exhibits

           Reference is made to the Exhibit Index beginning on page 10 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

           No reports on Form 8-K were filed during the reporting period.

<PAGE>

                            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
                               Chief Executive Officer
                               (Principal Financial and Duly Authorized
                               Officer)


 Date:     July 11, 2002

<PAGE>

                       UNIVIEW TECHNOLOGIES CORPORATION
                              and Subsidiaries

                               EXHIBIT INDEX
 Exhibit                                                           Sequential
 Number               Description of Exhibits                     Page Number
 ----------------------------------------------------------------------------

 3(i)      Articles of Incorporation of the Company, as amended
           (filed as Exhibit "3(i)" to the March 26, 2002 amendment
           to the Company's Quarterly Report on Form 10-Q/A for the
           fiscal quarter ended December 31, 2001 and incorporated
           herein by reference.)                                          N/A


 3(ii)     Bylaws of the Company, as amended (filed as Exhibit "3(ii)"
           to the Company's Annual Report on Form 10-K for the fiscal
           year ended June 30, 1999 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       uniView Technologies Corporation 1999 Equity Incentive Plan
           (filed as Exhibit "4.4" to the Company's Registration
           Statement on Form S-8 filed with the Commission on July 12,
           2000 and incorporated herein by reference.)                    N/A

 4.3       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

 4.4       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

 4.5       Series 1999-D1 Preferred Stock terms and conditions (filed
           as Exhibit "4.6" to the Company's Registration Statement
           on Form S-3 filed with the Commission on June 28, 1999 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 private placement
           to Bonanza Partners, Ltd. (filed as Exhibit "4.11" to the
           Company's Quarterly Report on Form 10-Q for the fiscal
           quarter ended December 31, 1999 and incorporated herein by
           reference.)                                                    N/A

 4.8       Form of warrant issued in connection with acquisition of
           certain assets of Softgen International, Inc. (filed as
           Exhibit "4.12" to the Company's Quarterly Report on Form
           10-Q for the fiscal quarter ended December 31, 1999 and
           incorporated herein by reference.)                             N/A

 4.9       Form of warrant issued in connection with private placement
           to LBI Group, Inc. (filed as Exhibit "4.5" to the Company's
           Registration Statement on Form S-3 filed with the Commission
           on May 19, 2000 and incorporated herein by reference.)         N/A

 4.10      Form of warrant issued in connection with private placement
           to Founders Partners VI, LLC (filed as Exhibit "4.5" to the
           Company's Registration Statement on Form S-3 filed with the
           Commission on October 10, 2000 and incorporated herein by
           reference.)                                                    N/A

 4.11      Form of warrant issued to Sagemark Capital, L.P. in
           connection with a loan to the Company (filed as Exhibit
           "4.11" to the Company's Quarterly Report on Form 10-Q for
           the fiscal quarter ended December 31, 2000 and incorporated
           herein by reference.)                                          N/A

 4.12      Form of warrant issued to Highland Holdings for a finder's
           fee in connection with the Sagemark loan to the Company
           (filed as Exhibit "4.12" to the Company's Quarterly Report on
           Form 10-Q/A for the fiscal quarter ended September 30, 2001
           and incorporated herein by reference.)                         N/A

 4.13      Form of warrant issued to Massive Capital, LLC for a finder's
           fee in connection with the sale of the Curtis Mathes
           trademark (filed as Exhibit "4.13" to the Company's Quarterly
           Report on Form 10-Q/A for the fiscal quarter ended September
           30, 2001 and incorporated herein by reference.)                N/A


 10.1      Amendment to Global Purchase Agreement with HSBC Holdings
           plc relating to source code license, dated December 20,
           2001 (filed as Exhibit "10.1" to the March 26, 2002
           amendment to the Company's Quarterly Report on Form 10-Q
           for the fiscal quarter ended December 31, 2001 and
           incorporated herein by reference.)                             N/A