EXHIBIT 4.19


 THE SECURITIES REPRESENTED BY THESE WARRANTS  AND THE COMMON STOCK  ISSUABLE
 THEREBY HAVE  NOT BEEN  REGISTERED  UNDER THE  SECURITIES  ACT OF  1933,  AS
 AMENDED (THE "SECURITIES ACT"), OR ANY OTHER APPLICABLE SECURITIES LAW.  THE
 SECURITIES REPRESENTED  BY THESE  WARRANTS MAY  NOT BE  TRANSFERRED,  EXCEPT
 PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT  UNDER, OR IN A  TRANSACTION
 EXEMPT FROM REGISTRATION UNDER,  THE SECURITIES ACT  AND IN ACCORDANCE  WITH
 ANY OTHER APPLICABLE SECURITIES LAWS.

                                   WARRANTS

                         to Purchase Common Stock of

                       UniView Technologies Corporation
                            (a Texas corporation)

                          Expiring on April 30, 2005

 Warrant No.


      This Common Stock Purchase Warrant  (the "Warrant") certifies that  for
 value received, ________________________ (the  "Holder") or its assigns,  is
 entitled to _____________ shares of  duly authorized, validly issued,  fully
 paid and nonassessable shares of Common Stock (as hereinafter defined) at an
 initial Exercise Price (as hereinafter defined) of $1.50 per share, subject,
 however, to the provisions and upon the terms and conditions hereinafter set
 forth.   The number  of Warrants  (as hereinafter  defined), the  number  of
 shares of  Common  Stock  purchasable  hereunder,  and  the  Exercise  Price
 therefore are  subject  to  adjustment as  hereinafter  set  forth.    These
 Warrants and all rights hereunder shall expire  on the earlier of (i)   5:00
 p.m., Houston,  Texas time,  April 30,  2005 or  (ii) the  date all  of  the
 Convertible Notes issued  pursuant to the  Loan Agreement  are converted  to
 Common Stock (the "Expiration Date").


                                  ARTICLE I

                                 Definitions

      As used herein, the following terms  shall have the meanings set  forth
 below:

     1.1 Company"  shall  mean  UniView  Technologies  Corporation,  a  Texas
 corporation, and shall also  include any successor  thereto with respect  to
 the obligations hereunder, by merger, consolidation or otherwise.

     1.2 "Common Stock" shall mean  and include the  Company's common  stock,
 $0.80 par value per share, authorized on  the date of the original issue  of
 these Warrants and  shall also include  (i) in case  of any  reorganization,
 reclassification, consolidation, merger, share exchange or sale, transfer or
 other disposition  of assets,  the stock  or other  securities provided  for
 herein, and (ii) any other shares of common stock of the Company into  which
 such shares of Common Stock may be converted.

     1.3 "Exercise Price" shall mean the initial exercise price of $1.50,  as
 adjusted from time to time pursuant to the provisions hereof.

     1.4 "Market Price"  for any  day, when  used  with reference  to  Common
 Stock, shall mean the price of said Common Stock determined by reference  to
 the last  reported sale  price for  the  Common Stock  on  such day  on  the
 principal securities  exchange  on  which the  Common  Stock  is  listed  or
 admitted to trading or if no such sale takes place on such date, the average
 of the closing bid and asked  prices thereof as officially reported, or,  if
 not so listed or  admitted to trading on  any securities exchange, the  last
 sale price for the  Common Stock on the  National Association of  Securities
 Dealers national market system on such date, or, if there shall have been no
 trading on such  date or if  the Common Stock  shall not be  listed on  such
 system, the average  of the closing  bid and asked  prices in the  over-the-
 counter market as furnished  by any NASD member  firm selected from time  to
 time by the Company for such purpose or, if the Common Stock is not  traded,
 then such  price as  is  reasonably determined  by  the Company's  Board  of
 Directors.

     1.5 "Warrant" shall mean the right upon exercise to purchase one Warrant
 Share.

     1.6 "Warrant Shares" shall mean the shares of Common Stock purchased  or
 purchasable by the holder hereof upon the exercise of the Warrants.

                                 ARTICLE II

                            Exercise of Warrants

     2.1 Method of  Exercise.    The  Warrants  represented  hereby  may   be
 exercised by the holder hereof, in  whole or in part,  at any time and  from
 time to time on  or after the  date hereof until  5:00 p.m., Houston,  Texas
 time, on the Expiration Date.   To exercise the Warrants, the holder  hereof
 shall deliver to the Company, at the Warrant Office designated herein, (i) a
 written notice in the form of the Subscription Notice attached as an exhibit
 hereto, stating therein the election of such holder to exercise the Warrants
 in the manner provided in the  Subscription Notice; (ii) payment in full  of
 the Exercise Price  (A) in  cash or  by bank  check for  all Warrant  Shares
 purchased hereunder, or (B) through a "cashless" or "net-issue" exercise  of
 each such  Warrant ("Cashless  Exercise"); the  holder shall  exchange  each
 Warrant subject to  a Cashless Exercise  for that number  of Warrant  Shares
 determined by multiplying the number of Warrant Shares issuable hereunder by
 a fraction, the numerator of which  shall be the difference between  (x) the
 Market Price  and (y) the  Exercise Price  for each  such Warrant,  and  the
 denominator of  which shall  be the  Market Price;  the Subscription  Notice
 shall set forth the calculation upon which the Cashless Exercise is   based,
 or (C) a combination of  (A) and (B) above;  and (iii) these Warrants.   The
 Warrants shall be  deemed to  be exercised  on the  date of  receipt by  the
 Company of the Subscription Notice, accompanied  by payment for the  Warrant
 Shares and  surrender of  these Warrants,  as aforesaid,  and such  date  is
 referred to herein as the "Exercise Date".  Upon such exercise, the  Company
 shall, as promptly  as practicable  and in  any event  within five  business
 days, issue and deliver to such holder a certificate or certificates for the
 full number of the  Warrant Shares purchased by  such holder hereunder,  and
 shall, unless the Warrants have expired, deliver to the holder hereof a  new
 Warrant representing the  number of Warrants,  if any, that  shall not  have
 been exercised,  in all  other respects  identical to  these Warrants.    As
 permitted by applicable law, the person  in whose name the certificates  for
 Common Stock are to  be issued shall be  deemed to have  become a holder  of
 record of such Common Stock  on the Exercise Date  and shall be entitled  to
 all of the benefits of such  holder on the Exercise Date, including  without
 limitation the right to receive dividends and other distributions for  which
 the record date falls on or after  the Exercise Date and to exercise  voting
 rights.

     2.2 Expenses and Taxes.  The  Company shall pay  all expenses and  taxes
 (including, without limitation,  all documentary, stamp,  transfer or  other
 transactional  taxes)   other  than   income  taxes   attributable  to   the
 preparation, issuance  or delivery  of the  Warrants and  of the  shares  of
 Common Stock issuable upon exercise of the Warrants.

     2.3 Reservation  of  Shares.   The  Company shall  ensure that  there is
 reserved at all times so long as the Warrants remain outstanding, free  from
 preemptive rights,  out of  its authorized  but  unissued shares  of  Common
 Stock, solely for the purpose of  effecting the exercise of the Warrants,  a
 sufficient number of shares of Common  Stock to provide for the exercise  of
 the Warrants.

     2.4 Valid Issuance.   All shares of Common Stock that may be issued upon
 exercise of the  Warrants will, upon  issuance by the  Company, be duly  and
 validly issued, fully paid and nonassessable and free from all taxes,  liens
 and charges with respect to the  issuance thereof and, without limiting  the
 generality of the  foregoing, the Company  shall take no  action or fail  to
 take any  action which  will cause  a  contrary result  (including,  without
 limitation, any action that would cause  the Exercise Price to be less  than
 the par value, if any, of the Common Stock).

     2.5 Loan Agreement.   The  Warrants represented  hereby were  issued  on
 conjunction with  a Loan  Agreement   dated   around _________________  (the
 "Loan Agreement") between the Company and  the Holder.  The Holder shall  be
 entitled to the  rights to  registration under  the Securities  Act and  any
 applicable state securities or blue sky laws to the extent set forth in  the
 registration rights provision found in the Loan Agreement.  The terms of the
 registration rights  provisions  are  hereby  incorporated  herein  for  all
 purposes and shall be considered a part of this Warrant as if they had  been
 fully set forth herein.

     2.6 Acknowledgment  of Rights.   At  the time  of  the exercise  of  the
 Warrants in accordance with the terms hereof and upon the written request of
 the holder hereof, the  Company will acknowledge  in writing its  continuing
 obligation  to  afford  to  such  holder  any  rights  (including,   without
 limitation, any right to registration of  the Warrant Shares) to which  such
 holder shall continue to be entitled after such exercise in accordance  with
 the provisions  of these  Warrants; provided,  however, that  if the  Holder
 hereof shall fail to  make any such request,  such failure shall not  affect
 the continuing obligation of the Company  to afford to such Holder any  such
 rights.

     2.7 No Fractional Shares.  The  Company shall not  be required to  issue
 fractional shares of  Common Stock on  the exercise of  these Warrants.   If
 more than one Warrant shall  be presented for exercise  at the same time  by
 the same holder, the number  of full shares of  Common Stock which shall  be
 issuable upon such exercise shall be computed on the basis of the  aggregate
 number of  whole shares  of  Common Stock  purchasable  on exercise  of  the
 Warrants so presented.  If  any fraction of a  share of Common Stock  would,
 except for the provisions  of this Section, be  issuable on the exercise  of
 this Warrant, the Company shall pay an amount in cash calculated by it to be
 equal to the Market Price of one share of  Common Stock at the time of  such
 exercise multiplied by such fraction computed to the nearest whole cent.

                                 ARTICLE III

                                   Transfer

     3.1 Warrant Office.  The  Company shall maintain  an office for  certain
 purposes  specified  herein  (the  "Warrant  Office"),  which  office  shall
 initially be  the Company's  offices at  17300 North  Dallas Parkway,  Suite
 2050, Dallas, Texas 75248 and may  subsequently be such other office of  the
 Company or of  any transfer  agent of the  Common Stock  in the  continental
 United States as to  which written notice has  previously been given to  the
 Holder.  The Company shall maintain,  at the Warrant Office, a register  for
 the Warrants in which the Company shall  record the name and address of  the
 Person in whose name these Warrants has been issued, as well as the name and
 address of each  permitted assignee of  the rights of  the registered  owner
 hereof.

     3.2 Ownership of Warrants.  The Company may deem and treat the Person in
 whose name the Warrants are registered as the holder and owner hereof  until
 provided with notice to the contrary.   The Warrants may be exercised by  an
 assignee for  the purchase  of Warrant  Shares without  having new  Warrants
 issued.

     3.3 Restrictions  on Transfer  of  Warrants.    These  Warrants  may  be
 transferred, in whole  or in part,  by the Holder.   The  Company agrees  to
 maintain at the Warrant  Office books for the  registration and transfer  of
 the Warrants.  The Company, from  time to time, shall register the  transfer
 of the Warrants in such books upon surrender of this Warrant at the  Warrant
 Office properly  endorsed  or  accompanied  by  appropriate  instruments  of
 transfer and written instructions for transfer.  Upon any such transfer  and
 upon payment by  the holder  or its  transferee of  any applicable  transfer
 taxes, new Warrants shall be issued to the transferee and the transferor (as
 their respective interests may appear) and the surrendered Warrants shall be
 cancelled by  the Company.   The  Company shall  pay all  taxes (other  than
 securities transfer  taxes  or income  taxes)  and all  other  expenses  and
 charges payable in connection with the transfer of the Warrants pursuant  to
 this Section.

     3.4 Compliance with Securities Laws. Subject  to   the   terms   of  the
 Registration Rights  Agreement  and  notwithstanding  any  other  provisions
 contained in  these Warrants,  the Holder  understands and  agrees that  the
 following restrictions and  limitations shall be  applicable to all  Warrant
 Shares and  to  all resales  or  other  transfers thereof  pursuant  to  the
 Securities Act:

               3.4.1      The  holder hereof agrees  that the Warrant  Shares
 may not  be  sold or otherwise  transferred unless  the Warrant  Shares  are
 registered under the Securities Act and applicable state securities or  blue
 sky laws or are exempt therefrom.

               3.4.2      A  legend in substantially the following form  will
 be placed on the certificate(s) evidencing the Warrant Shares:

           "THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN
      REGISTERED UNDER  THE  SECURITIES ACT  OF  1933, AS  AMENDED  (THE
      "SECURITIES ACT"),  OR ANY  OTHER APPLICABLE  SECURITIES LAW  AND,
      ACCORDINGLY, THE SECURITIES  REPRESENTED BY  THIS CERTIFICATE  MAY
      NOT BE RESOLD, PLEDGED, OR OTHERWISE TRANSFERRED, EXCEPT  PURSUANT
      TO AN EFFECTIVE REGISTRATION STATEMENT UNDER, OR IN A  TRANSACTION
      EXEMPT  FROM  REGISTRATION  UNDER,  THE  SECURITIES  ACT  AND   IN
      ACCORDANCE WITH ANY OTHER APPLICABLE SECURITIES LAWS."

                                 ARTICLE IV

                                Anti-Dilution

     4.1 If and whenever  any  Additional Common  Stock (as  herein  defined)
 shares shall  be  issued by  the  Company (the  "Stock  Issue Date")  for  a
 consideration per share less than the Exercise Price, then in each such case
 the initial Exercise Price shall  be reduced to a  new Exercise Price in  an
 amount equal to the consideration per share received by the Company for  the
 additional shares  of Common  Stock then  issued and  the number  of  shares
 issuable to Holder upon conversion shall be proportionately increased;  and,
 in the case  of shares issued  without consideration,  the initial  Exercise
 Price shall  be reduced  in amount  and  the number  of shares  issued  upon
 conversion shall be increased in an amount so as to maintain for the  Holder
 the right to exercise   into shares equal in  amount to the same  percentage
 interest in  the Common  Stock of  the  Company as  existed for  the  Holder
 immediately preceding the Stock Issue Date.

     4.2 Sale of Shares:  In case of the issuance of Additional Common  Stock
 for a consideration part or all  of which shall be  cash, the amount of  the
 cash consideration therefore shall  be deemed to be  the amount of the  cash
 received by Company for such shares,  after any compensation or discount  in
 the sale, underwriting  or purchase thereof  by underwriters  or dealers  or
 others  performing  similar  services  or  for  any  expenses  incurred   in
 connection therewith.  In case of  the issuance of any shares of  Additional
 Common Stock for a consideration  part or all of  which shall be other  than
 cash, the amount of the consideration  therefore, other than cash, shall  be
 deemed to  be  the  then fair  market  value  of the  property  received  as
 determined by an investment banking firm selected by Lender and the Company.

     4.3 Reclassification  of Shares:  In case  of  the  reclassification  of
 securities into shares of Common Stock, the shares of Common Stock issued in
 such  reclassification  shall  be   deemed  to  have   been  issued  for   a
 consideration other than cash.  Shares of Additional Common Stock issued  by
 way of dividend or other distribution on  any class of stock of the  Company
 shall be deemed to have been issued without consideration.

     4.4 Split up or Combination  of Shares: In  case issued and  outstanding
 shares of Common Stock shall be subdivided or split up into a greater number
 of shares of the Common Stock,  the Exercise Price shall be  proportionately
 decreased, and in case issued and  outstanding shares of Common Stock  shall
 be combined into a  smaller number of shares  of Common Stock, the  Exercise
 Price shall be proportionately increased, such increase or decrease, as  the
 case may be, becoming  effective at the  time of record  of the split-up  or
 combination, as the case may be.

     4.5 Exceptions: The  term "Additional Common Stock" herein shall mean in
 the most broadest sense all shares  of Common Stock hereafter issued by  the
 Company (including, but not limited to Common Stock held in the treasury  of
 the Company and common stock purchasable  via derivative security or  option
 on the date of such grant ), except Common Stock issued upon the exercise of
 this warrant or the Convertible Notes.

     4.6 In the event  of distribution  to all  Common Stock  holders of  any
 stock, indebtedness of  the Company or  assets or other  rights to  purchase
 securities or assets, then, after such event, the Exercise Price reduced  to
 so as to  entitle the  Holder to the  economic interest  he had  immediately
 prior to the occurrence of such event.

     4.7 In case of any capital reorganization, reclassification of the stock
 of the Company (other than a change in par value  or as a result of a  stock
 dividend, subdivision,  split up  or combination  of shares),  the  Exercise
 Price reduced to so as to entitle the Holder to the economic interest he had
 immediately prior to the occurrence of such event.  The provisions of  these
 foregoing sentence  shall  similarly apply  to  successive  reorganizations,
 reclassifications, consolidations,  exchanges,  leases, transfers  or  other
 dispositions or other share exchanges.

     4.8 Notice of  Adjustment. (A) In the event the Company shall propose to
 take any action which shall result  in an adjustment in the Exercise  Price,
 the Company shall give notice to the Holder, which notice shall specify  the
 record date, if any, with respect to such action and the date on which  such
 action is  to take  place.   Such notice  shall be  given on  or before  the
 earlier of 10 days  before the  record date or  the date  which such  action
 shall be taken.  Such notice shall also  set forth all facts (to the  extent
 known) material to the effect of such  action on the Exercise Price and  the
 number, kind or class of shares or other securities or property which  shall
 be deliverable  or  purchasable  upon  the  occurrence  of  such  action  or
 deliverable upon exercise  of this  warrant (B) Following  completion of  an
 event wherein  the  Exercise Price  shall  be adjusted,  the  Company  shall
 furnish to the Holder  a statement, signed by  an authorized officer of  the
 Company of the facts creating such  adjustment and specifying the  resultant
 adjusted Exercise Price then in effect.

                                  ARTICLE V

                           Miscellaneous

     5.1 Entire Agreement.   These Warrants, together wit the Loan Agreement,
 contain the entire agreement between the holder hereof and the Company  with
 respect to  the Warrant  Shares purchasable  upon  exercise hereof  and  the
 related transactions and supersedes all prior arrangements or understandings
 with respect thereto.

     5.2 Governing Law. This warrant  shall be governed  by and construed  in
 accordance with the  laws of the  State of Texas  in the  courts located  in
 Dallas, Texas.

     5.3 Waiver and Amendment.  Any term or  provision of these Warrants  may
 be waived at any time by the party which is entitled to the benefits thereof
 and any term or provision of  these Warrants may be amended or  supplemented
 at any time by agreement of the  holder hereof and the Company, except  that
 any waiver of any term or condition, or any amendment or supplementation, of
 these Warrants shall be in writing.   A waiver of  any breach or failure  to
 enforce any of the terms  or conditions of these  Warrants shall not in  any
 way effect, limit or waive a party's rights hereunder at any time to enforce
 strict compliance thereafter with every term or condition of these Warrants.

     5.4 Illegality.   In the  event that any  one or more  of the provisions
 contained in this  Warrant shall  be determined  to be  invalid, illegal  or
 unenforceable in  any respect  for any  reason, the  validity, legality  and
 enforceability of any such provision in any other respect and the  remaining
 provisions of these  Warrants shall not,  at the election  of the party  for
 whom the benefit of the provision exists, be in any way impaired.

     5.5 Copy of Warrant.  A copy of these Warrants shall be filed among  the
 records of the Company.

     5.6 Notice.   Any notice or other document required  or permitted to  be
 given or delivered to  the holder hereof shall  be in writing and  delivered
 at, or sent  by certified or  registered mail to  such holder  at, the  last
 address shown on the books of  the Company maintained at the Warrant  Office
 for the registration  of these  Warrants or at  any more  recent address  of
 which the holder hereof shall have notified the Company in writing.

     5.7 Limitation  of Liability; Not  Stockholders.  No  provision of these
 Warrants shall be construed as conferring  upon the holder hereof the  right
 to vote, consent, receive dividends or receive notices (other than as herein
 expressly provided) in respect of meetings of stockholders for the  election
 of directors of the Company or any other matter whatsoever as a  stockholder
 of the Company.  No provision  hereof, in the absence of affirmative  action
 by the  holder  hereof to  purchase  shares of  Common  Stock, and  no  mere
 enumeration herein of the rights or  privileges of the holder hereof,  shall
 give rise to  any liability of  such holder for  the purchase  price of  any
 shares of Common  Stock or  as a stockholder  of the  Company, whether  such
 liability is asserted by the Company or by creditors of the Company.

     5.8 Exchange, Loss,  Destruction,  etc.  of  Warrant.  Upon  receipt  of
 evidence  reasonably  satisfactory  to  the  Company  of  the  loss,  theft,
 mutilation or destruction  of these Warrants,  and in the  case of any  such
 loss, theft or destruction upon delivery of an appropriate affidavit in such
 form as  shall  be  reasonably  satisfactory  to  the  Company  and  include
 reasonable  indemnification  of  the  Company,  or  in  the  event  of  such
 mutilation upon surrender  and cancellation of  these Warrants, the  Company
 will make and  deliver new Warrants  of like tenor,  in lieu  of such  lost,
 stolen, destroyed  or mutilated  Warrants.   Any Warrants  issued under  the
 provisions of  this Section in  lieu of  any Warrants  alleged to  be  lost,
 destroyed or stolen, or in lieu of any mutilated Warrants, shall  constitute
 an original  contractual obligation  on  the part  of  the Company.    These
 Warrants shall be promptly canceled by the Company upon the surrender hereof
 in connection with any exchange or  replacement.  The Company shall pay  all
 taxes (other than securities transfer taxes  or income taxes) and all  other
 expenses and charges payable in  connection with the preparation,  execution
 and delivery of Warrants pursuant to this Section.

     5.9 Headings.  The Article and Section and other headings herein are for
 convenience only and are not a part of this Warrant and shall not affect the
 interpretation thereof.

      IN WITNESS WHEREOF, the Company has caused this Warrant to be signed in
 its name dated _____________________.


                          UNIVIEW TECHNOLOGIES CORPORATION



                          ________________________________
                          Title:

                          /_______________________________

                          Witness

<PAGE>

                            SUBSCRIPTION NOTICE


      The undersigned,  the holder of the  foregoing Warrants, hereby  elects
 to  exercise  purchase rights  represented  thereby  for,  and  to  purchase
 thereunder, _________ shares of the Common Stock  covered by such  Warrants,
 and herewith  makes payment in full for such  shares, and requests  (a) that
 certificates  for  such  shares  (and any other securities or other property
 issuable upon such  exercise)  be  issued  in the name of, and delivered to,
 and (b),  if such  shares shall  not  include all of the  shares issuable as
 provided in such Warrants, that new Warrants of like tenor  and date for the
 balance of the shares issuable thereunder be delivered to the undersigned.

                                       ______________________________________


 Date: ____________________________


<PAGE>

                                ASSIGNMENT

      For value  received, ______________________, hereby  sells, assigns and
 transfers unto __________________ these  Warrants, together with all rights,
 title and  interest therein, and does  irrevocably  constitute  and  appoint
 _______________________ attorney, to transfer such Warrants on  the books of
 the Company, with full power of substitution.


                                       ______________________________________


 Date: ____________________________