<PAGE>
                     ARTICLES OF AMENDMENT
                TO ARTICLES OF INCORPORATION OF
               CURTIS MATHES HOLDING CORPORATION

     Pursuant  to  the provisions of Article 4.04 of the  Texas  Business
Corporation Act, the undersigned corporation adopts the following Article
of Amendment to its Articles of Incorporation:

ARTICLE ONE:   The  name  of  the  corporation is CURTIS  MATHES  HOLDING
               CORPORATION.

ARTICLE  TWO:    The following amendment to the Articles of Incorporation
was  adopted  by resolution of the Board of Directors of the  Corporation
and  was submitted to the shareholders of the Corporation for vote at the
Special Shareholders' Meeting held on January 29, 1998:

          RESOLVED, that the name of the Corporation be changed
          to   "uniView   Technologies  Corporation"   by   the
          following  amendment to the Articles of Incorporation
          of the Corporation (Articles of Incorporation amended
          to  read):   "ARTICLE I:  The name of the corporation
          is uniView Technologies Corporation."

ARTICLE  THREE:  The number of shares of the corporation outstanding  and
entitled  to  vote  on  the amendment at the time  of  the  adoption  was
45,541,406.

ARTICLE  FOUR:   The  number of shares that voted for the  amendment  was
38,544,987; the number of the shares that voted against the amendment was
864,958; and the number of shares abstaining was 435,627.

ARTICLE  FIVE:   Except as set forth above and in prior  amendments,  the
Articles of Incorporation of the Corporation remain unchanged.

     Dated:    January 29, 1998

                              CURTIS MATHES HOLDING CORPORATION

                              By:___/s/  Billy J. Robinson____________
                                   Billy J. Robinson, Secretary
<PAGE>
                     ARTICLES OF AMENDMENT
                TO ARTICLES OF INCORPORATION OF
               CURTIS MATHES HOLDING CORPORATION

     Pursuant  to  the provisions of Article 4.04 of the  Texas  Business
Corporation Act, the undersigned corporation adopts the following Article
of Amendment to its Articles of Incorporation:

ARTICLE ONE:   The  name  of  the  corporation is CURTIS  MATHES  HOLDING
               CORPORATION.

ARTICLE  TWO:    The following amendment to the Articles of Incorporation
was  adopted  by resolution of the Board of Directors of the  Corporation
and  was submitted to the shareholders of the Corporation for vote at the
Annual Shareholders' Meeting held on September 19, 1996:

     RESOLVED, that the number of authorized shares of common  stock
     of  the  Corporation be, and hereby is, subject to  shareholder
     approval,  increased  from  40,000,000  to  80,000,000  by  the
     following  amendment  to the Articles of Incorporation  of  the
     Corporation (Articles of Incorporation amended to read):

          "ARTICLE IV (The first paragraph):  The total  number
          of   shares  of  all  classes  of  stock  which   the
          corporation   shall  be  authorized   to   issue   is
          81,000,000  shares, divided into the following:   (i)
          1,000,000 shares of preferred stock, of the par value
          of  $1.00  per  share (hereinafter called  "Preferred
          Stock"); and (ii) 80,000,000 shares of common  stock,
          of  the  par  value  of $.01 per  share  (hereinafter
          called "Common Stock.")"

ARTICLE  THREE:  The number of shares of the corporation outstanding  and
entitled  to  vote  on  the amendment at the time  of  the  adoption  was
24,311,188.

ARTICLE  FOUR:   The  number of shares that voted for the  amendment  was
21,032,893; the number of the shares that voted against the amendment was
515,193; and the number of shares abstaining was 96,576.

ARTICLE  FIVE:   Except as set forth above and in prior  amendments,  the
Articles of Incorporation of the Corporation remain unchanged.

     Dated:    September 19, 1996

                              CURTIS MATHES HOLDING CORPORATION

                              By:__/s/  Billy J. Robinson_____
                                   Billy J. Robinson, Secretary
<PAGE>
            ARTICLES OF AMENDMENT TO ARTICLES OF INCORPORATION OF
                      CURTIS MATHES HOLDING CORPORATION

        Pursuant  to the provisions of Article 4.04 of the Texas Business
   Corporation  Act,  the  undersigned  Corporation  adopts the following
   Article of Amendment to its Articles of Incorporation:

   ARTICLE ONE:   The  name  of  the Corporation is Curtis Mathes Holding
                  Corporation. 

   ARTICLE  TWO:  The   following   amendment   to   the   Articles   of
   Incorporation  was  adopted by resolution of the Board of Directors of
   the  Corporation  and  on  December  1,  1995  was  submitted  to  the
   shareholders  of  the  Corporation  for  a  vote  by consent without a
   shareholders' meeting:

        "ARTICLE IV (The first paragraph):  The total number of shares of
        all classes of stock which the Corporation shall be authorized to
        issue  is  41,000,000  shares,  divided  into the following:  (i)
        1,000,000  shares  of  preferred stock, of the par value of $1.00
        per  share  (hereinafter  called  "Preferred  Stock");  and  (ii)
        40,000,000  shares  of common stock, of the par value of $.01 per
        share (hereinafter called "Common Stock.")"

   ARTICLE THREE: The number of shares of the Corporation outstanding and
   entitled  to  vote  on the amendment as of the Record Date of November
   15, 1995 was 16,901,973.  Pursuant to the Articles of Incorporation of
   the  Corporation,  a  simple majority of the voting shares is required
   for amendment of the Articles of Incorporation.

   ARTICLE FOUR:  As  of  January 17, 1996, the number of shares that had
   affirmatively  consented  to  the  amendment  was  8,973,580,  which
   represents  a  majority  of  the voting shares and is greater than the
   minimum  number of votes that would be necessary to take the action if
   it  had  been taken at a shareholders' meeting at which the holders of
   all  shares entitled to vote on the action were present and voted.  As
   of  January  17, 1996, the number of shares that had voted against the
   amendment  was 20,100 and the number of shares that had responded, but
   abstained  was  2,015.    The remaining shares had not responded as of
   January 17, 1996.

   ARTICLE FIVE:  Except  as set forth above and in prior amendments, the     
   Articles of Incorporation of the Corporation remain unchanged.

        Dated:    January 17, 1996

                                 CURTIS MATHES HOLDING CORPORATION
                                 By:_/s/__Billy J. Robinson_________
                                      Billy J. Robinson, Secretary
<PAGE>                          
                          ARTICLES OF AMENDMENT
                     TO ARTICLES OF INCORPORATION OF
                    CURTIS MATHES HOLDING CORPORATION

     Pursuant  to  the  provisions of Article 4.04 of the Texas Business
Corporation  Act,  the  undersigned  corporation  adopts  the  following
Article of Amendment to its Articles of Incorporation:

                               ARTICLE ONE
     The name of the corporation is CURTIS MATHES HOLDING CORPORATION. 

                               ARTICLE TWO
     The  following  amendment  to  the  Articles  of  Incorporation was
adopted  by  resolution of the Board of Directors of the Corporation and
was  submitted  to  the  shareholders of the Corporation for vote at the
Annual Shareholders' Meeting held on April 8, 1995:

     "ARTICLE VII:  (UNCHANGED)   If with respect to any action taken by
     the  shareholders  of  the  corporation, any provision of the Texas
     Business  Corporation  Act would, but for this Article VII, require
     the vote or concurrence of the holders of shares having more than a
     majority  of the votes entitled to be cast thereon, or of any class
     or series thereof, the vote or concurrence of the holders of shares
     having only a majority of the votes entitled to be cast thereon, or
     of  any  class or series thereof, shall be required with respect to
     any such action.

     (AMENDMENT ADDED)   Any  shareholder  action  required by the Texas
     Business  Corporation  Act  to  be  taken  at any annual or special
     meeting  of  shareholders,  or any action which may be taken at any
     annual  or  special meeting of shareholders, may be taken without a
     meeting,  without prior notice, and without a vote, if a consent or
     consents  in  writing,  setting forth the action so taken, shall be
     signed  by the holder or holders of shares having not less than the
     minimum number of votes that would be necessary to take such action
     at a meeting at which the holders of all shares entitled to vote on
     the action were present and voted.

                              ARTICLE THREE
     The number of shares of the corporation outstanding and entitled to
vote on the amendment at the time of the adoption was 9,194,800.

                              ARTICLE FOUR
     The  number  of  shares that voted for the amendment was 4,703,412;
and  the  number  of  the  shares  that  voted against the amendment was
82,950.
                              ARTICLE FIVE
     Except  as set forth above and in prior amendments, the Articles of
Incorporation of the corporation remain unchanged.

     Dated:    July 24, 1995

                              CURTIS MATHES HOLDING CORPORATION
                                  By__/s/  Billy J. Robinson____
                                   Billy J. Robinson, Secretary
<PAGE>                          
                          ARTICLES OF AMENDMENT
                   TO THE ARTICLES OF INCORPORATION OF
                     ENHANCED ELECTRONICS CORPORATION

     Pursuant  to  the  provisions of Article 4.04 of the Texas Business
Corporation  Act,  the  undersigned  corporation  adopts  the  following
Articles of Amendment to its Articles of Incorporation.

                               ARTICLE ONE
     The name of the corporation is ENHANCED ELECTRONICS CORPORATION. 

                               ARTICLE TWO
     The  following  amendments  to  the  Articles of Incorporation were
adopted  and  ratified  by the shareholders of the Corporation effective
April 1, 1994:

     "ARTICLE I:    The name of the corporation is Curtis Mathes Holding
     Corporation. 

                              ARTICLE THREE
     The number of shares of the Corporation outstanding and entitled to
vote  at  the  time of the adoption was 8,412,000.  The number of shares
voting for the amendment was 4,280,815.

                              ARTICLE FOUR   
     Except  as  set  forth above,  the Articles of Incorporation of the
corporation remain unchanged.

     Dated:    Effective April 1, 1994.

                              ENHANCED ELECTRONICS CORPORATION

                              By__/s/__Phillip L. Scheldt_______
                                   Phillip L. Scheldt
                                   Executive Vice President/Secretary
<PAGE>
                          ARTICLES OF AMENDMENT
                    TO THE ARTICLES OF INCORPORATION OF
                  DONNY OSMOND ENTERTAINMENT CORPORATION

     Pursuant  to  the  provisions of Article 4.04 of the Texas Business
Corporation  Act,  the  undersigned  corporation  adopts  the  following
Articles of Amendment to its Articles of Incorporation.

                               ARTICLE ONE
     The  name  of  the  corporation  is  Donny  Osmond  Entertainment
Corporation.
                               ARTICLE TWO
     The  following  amendments  to  the  Articles of Incorporation were
unanimously  adopted  by the shareholders of the corporation on April 4,
1989.
     The  Articles  of  Incorporation  are  hereby amended so to read as
follows:

     "ARTICLE I: The  name of the  corporation  is  Entertainment Equity
     Corporation."
                               
     "ARTICLE X: The address of its  registered  office  is  8080 North
     Central  Expressway,  Suite  1600,  Lock Box 46, Dallas, Texas
     75206, and the name of its registered agent at such address is
     Diane M. Given."
                              
     "ARTICLE XIII: A director of the Corporation shall not be personally
     liable  to  the  Corporation  or its shareholders for monetary
     damages for any act or omission in his capacity as a director,
     except to the extent otherwise expressly provided by a statute
     of  the  State  of  Texas.  Any repeal or modification of this
     Article  shall  be  prospective  only, and shall not adversely
     affect  any limitation of the personal liability of a director
     of  the  Corporation  existing  at  the  time of the repeal or
     modification."

     The  number  of  shares  outstanding  and  entitled to vote on this
amendment  at  the  time of its adoption was 6,253,900 and the number of
shares voting for this amendment was 5,200,000.

                              ARTICLE THREE
     Except  as  set  forth  above, the Articles of Incorporation of the
corporation remain unchanged.

     Dated:  May 31, 1989

                         ENTERTAINMENT EQUITY CORPORATION,
                         previously, Donny Osmond Entertainment
                         Corporation

                         By: /s/    Patrick A. Custer
                             Patrick A. Custer, President
                              /s/   Helen Williams                     
                              Helen Williams, Secretary
<PAGE>
State of Texas      )
County of Dallas    )

     The undersigned notary public does hereby certify that on this 31st
day  of  May, 1989, personally appeared before me Patrick A. Custer who,
being  by  me  first  duly  sworn,  declared that he is the president of
Entertainment  Equity Corporation, that he signed the foregoing document
as  president  of  the  corporation,  and  that  the  statements  herein
contained are true.

[Notarial Seal]               /s/     Anne G. Thomas                
                              Notary Public in and for the State of Texas
                              My commission expires:  2-19-92    
State of Texas      )
County of Dallas    )

     The undersigned notary public does hereby certify that on this 31st
day  of  May,  1989,  personally  appeared before me Helen Williams who,
being  by  me  first  duly  sworn, declared that she is the secretary of
Entertainment Equity Corporation, that she signed the foregoing document
as  secretary  of  the  corporation,  and  that  the  statements  herein
contained are true.

[Notarial Seal]               /s/     Anne G. Thomas               
                              Notary Public in and for the State
                              of Texas
                              My commission expires:  2-19-92           
<PAGE>             
                        ARTICLES OF INCORPORATION
                                   OF
                 DONNY OSMOND ENTERTAINMENT CORPORATION

                               ARTICLE I.
          The  name  of  the  corporation  is Donny Osmond Entertainment
Corporation.
                               ARTICLE II.
          The period of its duration is perpetual.

                              ARTICLE III.
          The   purpose  or  purposes  for  which  this  corporation  is
organized  are  the transaction of any and all lawful business for which
corporations  may  be  incorporated under the Texas Business Corporation
Act.
                               ARTICLE IV.
          The  total  number of shares of all classes of stock which the
corporation  shall  be authorized to issue is 11,000,000 shares, divided
into the following:  (i) 1,000,000 shares of preferred stock, of the par
value  of  $1.00  per  share (hereinafter called "Preferred Stock"); and
(ii)  10,000,000  shares  of  common stock, of the par value of $.01 per
share (hereinafter called "Common Stock").
          A  description  of  the  respective  classes  of  stock  and a
statement  of  the  designations,  preferences, limitations and relative
rights  of such classes of stock and the limitations on or denial of the
voting rights of the shares of such classes of stock are as follows:

                           A.  PREFERRED STOCK

          1.   Issuance in Series. The  Preferred  stock  may be divided
into and issued in one or more series.  The board of directors is hereby
vested  with authority from time to time to establish and designate such
series,  and  within  the  limitations  prescribed  by  law or set forth
herein,  to fix and determine the relative rights and preferences of the
shares  of  any series so established, but all shares of Preferred Stock
shall  be  identical  except  as  to  the  following relative rights and
preferences  as  to  which  there  may  be  variations between different
series:    (a)  the rate of dividend; (b) the price and at the terms and
conditions  on which shares may be redeemed; (c) the amount payable upon
shares  in event of involuntary liquidation; (d) the amount payable upon
shares  in  event  of voluntary liquidation; (e) sinking fund provisions
for  the  redemption or purchase of shares; (f) the terms and conditions
on which shares may be converted, if the shares of any series are issued
with  the  privilege of conversion; and (g) voting rights.  The board of
directors  shall exercise such authority by the adoption of a resolution
as prescribed by law.

     2.   Dividends.     The  holders  of each series of Preferred Stock
at  the  time  outstanding  shall  be  entitled  to receive, when and as
declared  to  be  payable  by  the  board of directors, out of any funds
legally  available  for  the  payment  thereof,  dividends  at  the rate
theretofore  affixed  by  the  board  of  directors  for  such series of
Preferred  Stock  that  have  theretofore been established, and no more,
payable  quarterly on the first days of January, April, July and October
in each year.
<PAGE>
     3.   Preferred Dividends Cumulative.     Dividends on all Preferred
Stock, regardless of series, shall be cumulative.  No dividends shall be
declared  on  shares  of  any series of Preferred Stock for any dividend
period  unless  all dividends accumulated for all prior dividend periods
shall have been declared or shall then be declared at the same time upon
all Preferred Stock then outstanding.  No dividends shall be declared on
the  shares  of  any series of Preferred Stock unless a dividend for the
same  period shall be declared at the same time upon all Preferred Stock
outstanding  at  the  time of such declaration in like proportion to the
dividend  rate then declared.  No dividends shall be declared or paid on
the  Common  Stock  unless  full  dividends  on all Preferred Stock then
outstanding  for  all past dividend periods and for the current dividend
period shall have been declared and the corporation shall have paid such
dividends  or  shall  have  set  apart  a sum sufficient for the payment
thereof.

     4.   Preference on Liquidation.    In   the   event   of   any
dissolution,  liquidation  or  winding  up  of  the corporation, whether
voluntary  or  involuntary,  the  holders  of  each  series  of the then
outstanding  Preferred  Stock  shall  be  entitled to receive the amount
fixed  for such purpose in the resolution or resolutions of the board of
directors  establishing  the  respective  series of Preferred Stock that
might then be outstanding together with a sum equal to the amount of all
accumulated  and  unpaid  dividends  thereon  at the dividend rate fixed
therefor in the aforesaid resolution or resolutions.  After such payment
to  such  holders  of Preferred Stock, the remaining assets and funds of
the  corporation  shall be distributed pro rata among the holders of the
Common  Stock.    A  consolidation,  merger  or  reorganization  of  the
corporation  with any other corporation or corporations or a sale of all
or  substantially  all  of  the  assets  of the corporation shall not be
considered  a  dissolution, liquidation or winding up on the corporation
within the meaning of these provisions.

          5.   Redemption.    The  whole  or any part of the outstanding
Preferred  Stock  or  the whole or any part of any series thereof may be
called  for  redemption  and  redeemed  at any time at the option of the
corporation,  exercisable  by  the  board  of directors upon thirty (30)
days'  notice  by  mail  to  the  holders  of  such  shares as are to be
redeemed, by paying therefor in cash the redemption price fixed for such
shares  in  the  resolution  or  resolutions  of  the board of directors
establishing  the  respective  series of which the shares to be redeemed
are  a  part  together with a sum equal to the amount of all accumulated
and  unpaid dividends thereon at the dividend rate fixed therefor in the
aforesaid   resolution  or  resolutions  to  the  date  fixed  for  such
redemption.    The  corporation  may redeem the whole or any part of the
shares  of any series, or of several series, without redeeming the whole
or  any  part of the shares of any other series; provided, however, that
if  at  any  time  less  than  the  whole  of the Preferred Stock of any
particular  series  then outstanding shall be called for redemption, the
particular shares called for redemption shall be determined by lot or by
such  other  equitable  method  as  may  be  determined  by the board of
directors.    If,  on  the redemption date specified in any such notice,
funds  necessary  for  such  redemption shall have been set aside by the
corporation,  separate  and apart from its other funds, in trust for the
pro  rate  benefit  of  the holders of the Preferred Stock so called for
redemption,  then,  notwithstanding  that  any certificate for shares so
called  for redemption shall not have been surrendered for cancellation,
the  shares  so  called  for  redemption shall no longer be deemed to be
outstanding,  the  right  to  receive  dividends  thereon shall cease to
<PAGE>
accrue  from  and  after the date so fixed, and all rights of holders of
Preferred  Stock  so  called  for  redemption shall forthwith after such
redemption  date  cease  and  terminate, excepting only the right of the
holders  thereof  to  receive  the redemption price thereof, but without
interest;  and if, before the redemption date specified in any notice of
the  redemption  of  any  Preferred Stock, the corporation shall deposit
with  the  bank  or trust company in the City of Dallas, Texas, having a
capital  and  surplus  of  at  least  $50,000,000  according to its last
published  statement  of  condition,  in  trust  to  be  applied  to the
redemption  of  the  Preferred Stock so called for redemption, the funds
necessary  for  such  redemption,  then, from and after the date of such
deposit,  the  shares so called for redemption shall no longer be deemed
to  be outstanding and all rights of holders of the shares so called for
redemption  shall  cease  and  terminate,  excepting  only the rights of
holders  thereof  to  receive  the redemption price thereof, but without
interest.    Any interest accrued on funds so deposited shall be paid to
the  corporation  from time to time.  In case the holder of shares shall
have  been  called  for  the  redemption shall not, within six (6) years
after  the  making  of  such  deposit,  claim  the amount deposited with
respect  to  the redemption of such shares, the bank or trust company in
which  such  deposit  was  made  shall  upon  demand  pay  over  to  the
corporation  such  unclaimed  amounts  and  thereupon such bank or trust
company  shall  be  relieved of all responsibility in respect thereof to
such  holder.    Preferred  Stock  redeemed  or otherwise retired by the
corporation  shall, upon the filing of such statement as may be required
by  law, assume the status of authorized by unissued Preferred Stock and
may  thereafter  be  reissued in the same manner as other authorized but
unissued Preferred Stock, except that any shares of any series purchased
or redeemed pursuant to the requirements of any sinking fund or purchase
fund provided for such series shall not be reissued.

                            B.  COMMON STOCK

     1.   Dividends.     Subject to all the rights of the Preferred
Stock  or  any series thereof, and on the conditions set forth in Part A
of  this  Article  Four  or  in any resolution of the board of directors
providing for the issuance of any series of Preferred Stock, the holders
of  the  Common  Stock  shall  be  entitled  to receive, when, as and if
declared  by  the  Board  of  Directors,  out of funds legally available
therefor, dividends payable in cash, stock or otherwise.

                               ARTICLE V.
          The  corporation  will  not  commence  business  until  it has
received  fro  the  issuance of its shares consideration of the value of
not less than $1,000.00.
                               ARTICLE VI.
          No  holder  of securities of the corporation shall be entitled
as  a  matter  of  right,  preemptive  or otherwise, to subscribe for or
purchase  any  securities of the corporation now or hereafter authorized
to  be  issued,  or  securities held in the treasury of the corporation,
whether  issued or sold for cash or other consideration or as a dividend
or  otherwise.   Any such securities may be issued or disposed of by the
board  of  directors  to  such  persons  and  on  such  terms  as in its
discretion it shall deem advisable.
<PAGE>
                              ARTICLE VII.
     If with respect to any action taken by the shareholders of the
corporation,  any provision of the Texas Business Corporation Act would,
but for this Article VII, require the vote or concurrence of the holders
of  shares  having more than a majority of the votes entitled to be cast
thereon,  or  of any class or series thereof, the vote or concurrence of
the holders of shares having only a majority of the votes entitled to be
cast  thereon, or of any class or series thereof, shall be required with
respect to any such action.

                              ARTICLE VIII.
          At  each  election for directors every shareholder entitled to
vote  at  such  election  shall  have the right to vote, in person or by
proxy,  the  number  of shares owned by him for as many persons as there
are  directors  to  be  elected and for whose election he has a right to
vote.    It  is expressly prohibited for any shareholder to cumulate his
votes in any election of directors.

                               ARTICLE IX.
     The  corporation,  without vote of shareholders, may purchase,
directly or indirectly, its own shares to the extent of the aggregate of
unrestricted  capital  surplus  available  therefor  and  unrestricted
reduction surplus available therefor.

                               ARTICLE X.
     The  address  of  its  registered  office is 5001 LBJ Freeway,
Suite  912, Dallas, Texas 75234, and the name of its registered agent at
such address is Patrick A. Custer.

                               ARTICLE XI.
          The  number  of  initial directors is three (3), and the names
and addresses of the directors are:

          NAME                ADDRESS

     Donald C. Osmond         1420 East 800 North
                              Orem, Utah 84059

     William L. Waite III     1420 East 800 North
                              Orem, Utah 84059

     Patrick A. Custer        5001 LBJ Freeway, Suite 912
                              Dallas, Texas 75234

                              ARTICLE XII.
     The  name and address of the incorporator is Cynthia A. Smith, 5400
Allied Bank Plaza, 1000 Louisiana Street, Houston, Texas 77002.

                          /s/    Cynthia A. Smith                   
                                   Cynthia A. Smith
     SWORN  TO  ON  THIS  12th  day  of  July,  1984, by the above-named
incorporator.
                             /s/     Susan Powers                  
                                   Notary Public in and for
                                   the State of TEXAS
My commission expires: May 20, 1985