DEFINITION, LTD.
                QUARTERLY REPORT ON FORM 10-QSB/A FOR THE
QUARTER  ENDED 3/31/98 - PAGE 1U.S. SECURITIES AND EXCHANGE
COMMISSION

Washington, D.C. 20549



Form 10-QSB/A



	[ X ] Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 for the Quarterly Period Ended
March 31, 1998



	 [  ] Transition Report Under Section 13 or 15(d) of the
Securities Exchange Act of 1934 for the Transition
                Period from               to              .




       Commission File No. 0-20598



		                           Definition, Ltd.

		                                                     (Name of
Small Business Issuer in its Charter)

         NEVADA

75-2293489

 (State or other jurisdiction of

    (IRS Employer

 incorporation organization)

Identification No.)



                      4625 West Nevso Drive, Suite 2, Las Vegas,
Nevada 89103

                                 (Address of principle executive
offices, including zip code)



           (702) 253-1333

                        (Issuer's telephone number, including
area code)



Securities Registered under Section 12(b) of the Exchange Act:

Title of Each Class
                  Name of Exchange on Which Registered

None	                       None

Securities Registered under Section 12(g) of the Exchange Act:

Common Stock, $.001 par value per share

(Title of Class)



Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past
12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject of such
filing requirements for the past 90 days.  Yes [ ] No [ X ]



The number of shares outstanding of the issuer's common equity
as of November 15, 1998, was 21,998,580 shares of common stock,
par value $.001.



Transitional Small Business Disclosure Format (check one): Yes [
  ] No [X]



















DEFINITION, LTD.

FORM 10-QSB FOR THE QUARTER ENDED MARCH 31, 1998



TABLE OF CONTENTS



PART I - FINANCIAL INFORMATION



Item 1 - Financial Statements

Item 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations



PART II - OTHER INFORMATION



Item 1 - Legal Proceedings

Item 2 - Changes in Securities

Item 3 - Defaults Upon Senior Securities

Item 4 - Submission of Matters to a Vote of Security Holders

Item 5 - Other Information

Item 6 - Exhibits and Reports on Form 8-K



PART I



Item 1.  Financial Statements.



Incorporated by reference only.  See original Form 10QSB filed.
This form is being filed solely to include financial data
schedules which were previously omitted from original filing.



Item 2.  Management's Discussion and Analysis of Financial
Condition and Results of Operations.



(1) Results of Operations



The Company continues to operate its TV Station with revenues
for the three months ended March 31, 1998 (Current Period) of
$27,139, compared to the three months ended March 31, 1997
(Prior Period) of $29,602, a decrease $2,463.  There was no
significant increase or decrease or any unusual items effecting
revenues during either of these time periods.



The Company's General and Administrative costs increased from
$33,049 for the prior period compared to $92,600 for the current
period, for a net increase of $59,551, or 180%.  The increase
was due principally to an increase in salaries of $46,500, due
to the addition of approximately seven employees.  The remainder
of the increase represents additional overhead incurred for the
Company's general operating expenses, such as office supplies,
postage, rent and utilities.  Consulting and other professional
fees decreased from $294,934 in the prior period to $0 in the
current period, as a result of the Company's end to an attempt
to inquire into the possible acquisition or merger with other
similar businesses in 1997.  Depreciation expense decreased from
$201,407 in the prior period to $119,634 in the current period,
for a net decrease of $81,773, or 41%.  The Company experienced
a net loss of $187,399 for the current period compared to net
income of the prior period of $432,174.  A majority of the
Company's net income for the prior period is attributable to a
gain realized (approximately $932,000) on the sale of one-half
of the Company's Internet Video Streaming capacity in
cancellation of trade accounts payable to one trade creditor in
the amount of $1,350,000.  As a result, the Company accrued
income taxes of $152,000 in the prior period to cover the gain
on the sale.



(2) Liquidity



The Company's liquidity position continues to be poor.  Working
capital continues to be negative.  At March 31, 1998, the
Company had a negative working capital of $51,575, as compared
to $40,865 at December 31, 1997.   The decrease is related to
the increase in accounts payable for the current period.
Management anticipates revenues to increase and also intends to
seek additional funding from private or public equity
investments to meet the increased working capital needs in the
next 12 months.



PART II



Item 1.  Legal Proceedings.



The Company is not currently engaged in any legal proceeding,
nor, to the Company's knowledge, is any suit or other legal
action pending or threatened.



Item 2.  Changes in Securities.



During the three months ended March 31, 1998, the Company issued
shares of its common stock as follows:



1.  20,000 shares for cash at $1.00 per share, or $20,000.



Item 3.  Defaults Upon Senior Securities.



None



Item 4.  Submission of Matters to Vote of Security Holders.



None



Item 5.  Other Information.



This form is being filed solely to include financial data
schedules which were previously omitted from original filing.
Change in President and CEO on June 17, 1999.  Change of address
occurred on June 30, 1999.  There have been no other changes to
the original filing.



Item 6.  Exhibits and Reports on Form 8-K.



There are no exhibits to be included in this quarterly report on
Form 10-QSB.



Reports on Form 8-K:  During the three months ended March 31,
1998, the Company filed, on or about March 17, 1998, a Current
Report on Form 8-K relating to its change in Registrant's
Certifying Accountant.



SIGNATURES



In accordance with Section 13 or 15(d) of the Exchange Act, the
Registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.



DEFINITION, LTD.





By:

/s/ Donna Anderson

President and

Chief Executive Officer



Dated:  September 7, 1999



In accordance with the Exchange Act, this report has been signed
below by the following persons on behalf of the Registrant and
in the capacities and on the dates indicated.