UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB


            [X] Quarterly Report Pursuant to Section 13 or 15(d) of the
                Securities Exchange Act of 1934 For the quarterly period ended
                September 30, 2003
                                       or
            [ ] Transition Report Pursuant to Section 13 or 15 (d) of
                       the Securities Exchange Act of 1934


                        Commission File Number 000-29249

                                   ONTV, Inc.
        (Exact name of small business issuer as specified in its charter)


              Delaware                                 16-1499611
             ----------                                ----------
(State or other jurisdiction of             (IRS Employer Identification Number)
 incorporation or organization)


                          2444 Innovation Way, Bldg 10
                            Rochester, New York 14624
                            -------------------------
                    (Address of principal executive offices)

                                 (585) 295-8601
                                 --------------
                           (Issuer's Telephone Number)

                            -------------------------
         (Former name, former address and former fiscal year, if changed
                               since last report)

Check whether the issuer (1) filed all reports required to be filed by Section
15 or 15 (d) or 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 to such filing requirements for the past 90 days. Yes [ X ] No [ ]

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:

              Class                             Outstanding at November 19, 2003
              -----                             --------------------------------

    Common Stock, $.001 par value                        23,720,861

<PAGE>

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



           CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

     This  Report  contains  "forward-looking"  statements  regarding  potential
future  events and  developments  affecting  the business of the Company.  These
forward  looking  statements  involve  risks and  uncertainties  and are usually
accompanied by words such as "believes,"  "anticipates," "plans," "expects," and
similar  expressions.  Our actual  results  could differ  materially  from those
expressed or implied by such  forward-looking  statements as a result of certain
factors,  including  the risk  factors  described  above and  elsewhere  in this
Report.  Such  statements  relate to, among other things,  (i)  competition  for
customers  for products and  services;  (ii) the  uncertainty  of  developing or
obtaining  rights to new  products  that will be  accepted by the market and the
timing of the  introduction  of new products into the market;  (iii) the limited
market  life of the  Company's  products;  and (iv) other  statements  about the
Company or the direct response industry.


























                           ONTV, INC. & SUBSIDIARIES
                            (A DELAWARE CORPORATION)
                              Rochester, New York


                                FINANCIAL REPORTS
                                       AT
                               SEPTEMBER 30, 2003






<PAGE>



ONTV, INC. & SUBSIDIARIES
(A DELAWARE CORPORATION)
Rochester, New York


                               TABLE OF CONTENTS


Consolidated Balance Sheets at September 30, 2003
(Unaudited) and June 30, 2003                                           F-2

Consolidated Statements of Changes in Stockholders'
Equity for the Three Months Ended September 30, 2003
and 2002 (Unaudited) and for the Year Ended June 30,
2003                                                                    F-3

Consolidated Statements of Operations for the Three
Months Ended September 30, 2003 and 2002 (Unaudited)                    F-4

Consolidated Statements of Cash Flows for the Three
Months Ended September 30, 2003 and 2002 (Unaudited)                    F-5

Notes to Consolidated Financial Statements                       F-6 to F-7





<PAGE>

ONTV, INC. & SUBSIDIARIES
(A DELAWARE CORPORATION)
Rochester, New York

CONSOLIDATED BALANCE SHEETS

                                                      (Unaudited)
                                                     September 30,    June 30,
ASSETS                                                    2003          2003
                                                     -------------    --------
Current Assets
Cash and Cash Equivalents                              $ 13,603      $ 46,374
Inventory                                               217,500       249,987
                                                     ----------    ----------

Total Current Assets                                    231,103       296,361

Property and Equipment - Net of Accumulated
     Depreciation                                        59,437        61,753

Other Assets
Accounts Receivable - Related Party                      37,850        37,850
Deposits                                                  6,667         6,667
Due from Officer                                         82,193        82,193
Intangible Assets - Net of Accumulated
 Amortization                                         2,584,124     2,718,338
Investments in Affiliates                               106,513       106,378
                                                     ----------    ----------
Total Assets                                        $ 3,107,887   $ 3,309,540
                                                     ==========    ==========
LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
Accounts Payable and Accrued Expenses               $   201,628   $   175,935
Accounts Payable and Accrued Expenses -
 Related Parties                                        289,300       274,300
Notes Payable - Due Within One Year                      61,704        61,220
                                                     ----------    ----------
Total Current Liabilities                               552,632       511,455

Other Liabilities
Notes Payable - Due After One Year                    2,251,248     2,256,248
                                                     ----------    ----------
Total Liabilities                                     2,803,880     2,767,703
                                                     ----------    ----------

Stockholders' Equity
Common Stock:$.001 Par; 100,000,000
 Shares Authorized;
      23,720,861 Shares Issued; and
      23,593,361 Shares Outstanding                      23,721        23,721
Additional Paid-In Capital                            1,052,099     1,052,099
Accumulated Deficit                                    (752,604)     (514,774)
                                                     ----------    ----------
                                                        323,216       561,046
Less: Stock Held in Trust                                 1,500         1,500
      Treasury Stock - 127,500 Shares, at Cost           17,709        17,709
                                                     ----------    ----------
Total Stockholders' Equity                              304,007       541,837
                                                     ----------    ----------
Total Liabilities and Stockholders' Equity          $ 3,107,887   $ 3,309,540
                                                     ==========    ==========


The accompanying notes are an integral part of these financial statements.


<PAGE>


ONTV, INC. & SUBSIDIARIES
(A DELAWARE CORPORATION)
Rochester, New York


CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY

<TABLE>
<S>                                <C>         <C>         <C>           <C>         <C>         <C>            <C>

                                                        Additional                                             Total
                                 Number       Common     Paid-In     Accumulated  Stock Held   Treasury     Stockholders'
                               of Shares      Stock      Capital       Deficit     in Trust      Stock         Equity
                               -----------------------------------------------------------------------------------------

Balance - June 30, 2002       23,720,861    $ 23,721   $ 1,052,099    $(196,910)   $(1,500)    $(17,709)     $ 859,701

Net Loss for the Period
   (Unaudited)                        --          --            --     (112,292)        --           --       (112,292)

Balance - September 30,
   2002 (Unaudited)           23,720,861      23,721     1,052,099     (309,202)    (1,500)     (17,709)       747,409

Net Loss for the Period
   (Unaudited)                        --          --            --     (205,572)        --           --       (205,572)

Balance - June 30, 2003       23,720,861      23,721     1,052,099     (514,774)    (1,500)     (17,709)       541,837

Net Loss for the Period
   (Unaudited)                        --          --            --     (237,830)        --           --       (237,830)

Balance - September 30,
  2003 (Unaudited)            23,720,861    $ 23,721   $ 1,052,099    $(752,604)   $(1,500)    $(17,709)     $ 304,007

</TABLE>





The accompanying notes are an integral part of these financial statements.


<PAGE>


ONTV, INC. & SUBSIDIARIES
(A DELAWARE CORPORATION)
Rochester, New York

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

Three Months Ended September 30,                            2003         2002

Revenues, Net of Returns                                $ 612,748     $ 545,683

Cost of Goods Sold                                        408,533       335,640
                                                      -----------   -----------
Gross Profit                                              204,215       210,043
                                                      -----------   -----------
Expenses
      Advertising                                          86,443        59,250
      Amortization                                         53,154        56,002
      Depreciation                                          3,275         2,904
      Interest                                                 21            --
      Legal and Accounting                                 11,000         2,975
      Payroll and Payroll Taxes                            77,775       106,322
      Shipping Supplies                                     6,857        10,444
      Other Expenses                                      105,749        94,452
                                                      -----------   -----------
Total Expenses                                            344,274       332,349
                                                      -----------   -----------
Operating Loss Before Other Income
  and (Expenses) and Provision for Taxes                 (140,059)     (122,306)

Other Income and (Expenses)
Other Income                                                   --         7,505
Equity in Income (Loss) of Unconsolidated
 Investments                                                  135         3,859
Loss from Impairment of Marketing Rights                  (97,906)           --
                                                      -----------   -----------
Income Before Provision for Income Taxes                 (237,830)     (110,942)

Provision for Income Taxes                                     --         1,350
                                                      -----------   -----------
Net Loss for the Period                                 $(237,830)    $(112,292)
                                                      ===========   ===========

EARNINGS PER SHARE

Weighted Average Number of Common Shares
  Outstanding                                          23,593,361    23,593,361

Net Loss Per Common Share - Basic and Diluted         $     (0.01)  $     (0.01)
                                                      ===========   ===========



The accompanying notes are an integral part of these financial statements.


<PAGE>


ONTV, INC. & SUBSIDIARIES
(A DELAWARE CORPORATION)
Rochester, New York

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)


Three Months Ended September 30,                          2003          2002

Cash Flows from Operating Activities

Net Loss for the Period                               $(237,830)     $(112,292)

Adjustments to Reconcile Net Loss for the Period
  To Net Cash Flows from Operating Activities:
Amortization                                             53,154         56,002
Depreciation                                              3,275          2,904
Equity in Income of Unconsolidated Investments             (135)        (3,859)
Loss from Impairment of Marketing Rights                 97,906             --

Changes in Assets and Liabilities:
Inventory                                                32,487        (64,086)
Accounts Payable and Accrued Expenses                    25,693         (2,757)
Accounts Payable and Accrued Expenses -
 Related Parties                                         15,000         69,500
                                                      -----------   -----------
Net Cash Flows From Operating Activities                (10,450)       (54,588)

Cash Flows from Investing Activities
Acquisition of Property and Equipment                      (959)        (5,771)
Acquisition of Intangible Assets                        (16,846)       (16,744)
                                                      -----------   -----------
Net Cash Flows from Investing Activities                (17,805)       (22,515)

Cash Flows from Financing Activities
Advances to Officer                                          --         (3,093)
Repayment of Notes Payable                               (4,516)        (6,149)
                                                      -----------   -----------
Net Cash Flows from Financing Activities                 (4,516)        (9,242)
                                                      -----------   -----------
Net Change in Cash and Cash Equivalents                 (32,771)       (86,345)

Cash and Cash Equivalents - Beginning of Period          46,374         96,914
                                                      -----------   -----------
Cash and Cash Equivalents - End of Period              $ 13,603        $10,569
                                                      ===========   ===========
Supplemental Disclosures
Interest Paid                                          $     21        $    --
Income Taxes Paid                                      $     --        $ 1,350
                                                      ===========   ===========


The accompanying notes are an integral part of these financial statements.


<PAGE>


ONTV, INC. & SUBSIDIARIES
(A DELAWARE CORPORATION)
Rochester, New York

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note A -  Basis of Presentation
          The  condensed  consolidated  financial  statements  of ONTV,  Inc.  &
          subsidiaries (the "Company") included herein have been prepared by the
          Company,  without audit,  pursuant to the rules and regulations of the
          Securities and Exchange  Commission (the "SEC").  Certain  information
          and footnote  disclosures  normally  included in financial  statements
          prepared in conjunction with generally accepted accounting  principles
          have been condensed or omitted pursuant to such rules and regulations,
          although the Company  believes  that the  disclosures  are adequate to
          make  the  information  presented  not  misleading.   These  condensed
          consolidated  financial  statements should be read in conjunction with
          the annual audited financial statements and the notes thereto included
          elsewhere  herein in the Company's Form 10-KSB and other reports filed
          with the SEC.

          The accompanying  unaudited interim consolidated  financial statements
          reflect all adjustments of a normal and recurring nature which are, in
          the opinion of  management,  necessary to present fairly the financial
          position,  results of operations and cash flows of the Company for the
          interim periods presented. The results of operations for these periods
          are not  necessarily  comparable  to, or indicative of, results of any
          other interim period or for the fiscal year taken as a whole.

          Reclassifications
          Certain amounts in the prior year  consolidated  financial  statements
          have been reclassified to conform with the current year presentation.

Note B -  Impairment of Marketing Rights
          The  Company  has  adopted  the  Statement  of  Financial   Accounting
          Standards  No.  144,  "Accounting  for the  Impairment  or Disposal of
          Long-Lived  Assets."  Under  the  provisions  of this  statement,  the
          Company has evaluated its long-lived assets for financial  impairment,
          and  will   continue  to  evaluate   them  as  events  or  changes  in
          circumstances indicate that the carrying amount of such assets may not
          be fully recoverable.

          The Company evaluates the recoverability of long-lived assets not held
          for sale by measuring  the carrying  amount of the assets  against the
          estimated  discounted  future cash flows  associated with them. At the
          time such evaluations  indicate that the future  discounted cash flows
          of  certain  long-lived  assets  are not  sufficient  to  recover  the
          carrying  value of such assets,  the assets are adjusted to their fair
          values.  Based on these  evaluations,  the Company has determined that
          the full value of the marketing rights in connection with the alliance
          and marketing  agreement  with Coastal Sales  Associates (an unrelated
          party) are  impaired.  As such,  the Company  has  charged  operations
          during the three months ended September 30, 2003 for $97,906.

          There were no  additional  adjustments  to the  carrying  value of the
          remaining  long-lived  assets for the three months ended September 30,
          2003 or 2002.



<PAGE>



ONTV, INC. & SUBSIDIARIES
(A DELAWARE CORPORATION)
Rochester, New York


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note C -  Notes Payable
          In  January  2000,  the  Company  entered  into an  agreement  with an
          unrelated  entity to acquire  the domain  name "As Seen on TV.com" for
          $5,000,000.   The  consideration   included  cash  of  $25,000  and  a
          non-interest  bearing  promissory  note of  $4,975,000.  The  note was
          collateralized  by 2,100,000 shares of ONTV, Inc. common stock,  which
          are  held in  escrow,  and the  domain  name.  The  terms  of the note
          required a payment of  $150,000  due on July 18, 2000 with the balance
          of the note due on April 18, 2001. The debt is non-recourse and should
          the company  default on the note terms,  the domain name would  revert
          back to the seller,  and the company  would forfeit the stock given as
          collateral.

          In October 2001,  the Company  renegotiated  the purchase price of the
          domain name "As Seen on TV.com".  The purchase price was adjusted from
          $5,000,000  down to  $2,800,000  in exchange for  2,500,000  shares of
          ONTV,  Inc.  common  stock.  The  renegotiated  note payable  requires
          monthly  payments of a minimum of $5,000 or 5% of monthly  gross sales
          until October  2005,  at which time,  the Company will have 45 days to
          pay the  remaining  balance  in  full.  The  domain  name is the  only
          collateral on the renegotiated note. Should the Company default on the
          renegotiated  note,  the domain name would  revert back to the seller,
          and the Company  would  forfeit  all stock and cash paid to date.  The
          balance of the note,  included  in notes  payable in the  accompanying
          financial  statements,  at September 30, 2003 (unaudited) and June 30,
          2003 was $2,311,248 and $2,316,248,  respectively. As of September 30,
          2003,  the Company was  delinquent  in making their  required  monthly
          payments and is in  negotiations  with the note holder to  restructure
          the terms of the outstanding  balance on the note payable.  Management
          expects  to retain  ownership  of the  domain  name as a result of the
          negotiations.

Note D -  Contingencies
          The  Company had been named a  defendant  in a lawsuit  for  trademark
          infringement.  In  accordance  with the  settlement  that was  reached
          between the parties,  the Company will pay the plaintiff $18,000,  and
          accordingly,  this  amount  has  been  recorded  in  the  accompanying
          financial  statements.   This  settlement  amount  was  paid  in  full
          subsequent to the period ended September 30, 2003.

          The Company  was  involved in a  litigation  action as the  defendant.
          Subsequent  to the period ended  September 30, 2003, a ruling was made
          in favor of the Company. Compensatory damages have not been determined
          as of the date of these financial statements.




<PAGE>

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

This Quarterly Report on Form 10-QSB contains certain statements of a
forward-looking nature relating to future events or the future financial
performance of ONTV, Inc. Such statements are only predictions and the actual
events or results may differ materially from the results discussed in the
forward-looking statements. Factors that could cause or contribute to such
differences include those discussed below as well as those discussed in other
filings made by ONTV, Inc. with the Securities and Exchange Commission,
including ONTV's Annual Report included in its annual filing on Form 10-KSB

RESULTS OF OPERATIONS

Three months ended September 30, 2003 compared with three months ended September
30, 2002.

Revenue for the fiscal quarter ended September 30, 2003 was $612,748, an
increase of 12.3% over revenue of $545,683 for the quarter ending September 30,
2002. This improvement is primarily the resultant increase in sales due to the
expanded product line available for sale.

Cost of goods sold, as a percentage of revenue, was 66.7% for the quarter ending
September 30, 2003, as compared with 61.5% for the comparable period in 2002.
The increase in the percentage is due to sales discounts offered during the
quarter ended September 30, 2003, in an attempt to increase sales volumes.

Operating expenses, as a percentage of revenue, were 56.2% for the current
quarter ending September 30, 2003, as compared with 60.9% for the comparable
quarter ending September 30, 2002. The decrease is primarily due to the
operating expenses remaining primarily flat during three months ended September
30, 2003, compared with September 30, 2002, while increasing revenue.

Other expenses for the three months ended September 30, 2003 were $97,906 and
represented the write-off by impairment of the CSA Alliance marketing rights due
to no future cash inflows expected.

                               IMPACT OF INFLATION

Management believes inflation has not had a material effect on the Company's
operations or on its financial condition. The Company believes that it will be
able to offset any future effects of inflation. The Company does not purchase,
by contract, any product for resale. The Company sells products on an individual
basis. Management therefore believes that any increase in costs to the Company
can be immediately passed on to the customer. Although inflation could have an
impact on the volume of sales, the Company could combat this by adjusting
product mix, or by the change of product offered for sale.

                         LIQUIDITY AND CAPITAL RESOURCES

Working capital at September 30, 2003 was $(321,529), a decline of $106,435
since the beginning of the current fiscal year. Net cash used in operating
activities was $(10,450) for the current fiscal quarter, compared to net cash
used of $(54,588) for the three month period ended September 30, 2002. The
decrease in working capital is primarily the result of the net loss.


<PAGE>

On January 14, 2000, the Company purchased, at a total cost of $5,000,000, the
domain name, AsSeenOnTV.com. Consideration for the acquisition included a cash
payment of $25,000 and a non-interest-bearing promissory note of $4,975,000. On
October 13, 2000, the purchase contract was renegotiated, with the purchase
price decreased to $2,800,000, and the resultant note payable decreased to a
balance of $2,455,000. The entire note balance had been classified as a current
liability in prior reporting periods, however with the restructure of the note
agreement, only $60,000 is now a current liability due within the current
operating cycle, with the balance being reflected as a long term liability. The
renegotiated note payable requires monthly payments of a minimum of $5,000, or
5% of monthly gross sales, until October 2005, at which time, the Company will
have 45 days to pay the remaining balance in full. The domain name is the only
collateral for the renegotiated note. Should the Company default on the
renegotiated note, the domain name would revert back to the seller, and the
Company would forfeit all stock and cash paid to date.

Traditionally, in the electronic retailing business, retailers may expect to see
an significant increase in sales during the last several weeks of a calendar
year, caused by holiday shopping.

Working capital requirements, primarily related to increased inventory needs,
may increase as a result of the alliances entered into by the Company. The
Company may seek financing with a traditional lender in order to fund this
growth. Such financing may include secured lines of credit, or debenture bonds.
There can be no assurance that financing will be available in amounts or on
terms acceptable to the Company, if at all.

ITEM 3.  CONTROLS AND PROCEDURES.

Based on the evaluation of the Company's disclosure controls and procedures by
Daniel Fasano, the Company's Chief Executive and Financial Officer, as of a date
within 90 days of the filing date of this report, such officer has concluded
that the Company's disclosure controls and procedures are effective in ensuring
that information required to be disclosed by the Company in the reports that it
files or submits under the Securities and Exchange Act of 1934, as amended, is
recorded, processed, summarized and reported, within the time period specified
by the Securities and Exchange Commission's rules and forms.

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
their evaluation, and as a result, no corrective actions with regard to
significant deficiencies and material weaknesses were required.



<PAGE>



                                    PART III


ITEM 6. EXHIBITS AND REPORTS ON FORM 8 K

 (a)    Exhibits

    Number     Title

      31       Rule 13a-14(a) Certifications

      32       Section 1350 Certifications

 (b) Reports on Form 8-K

        During the three months ended September 30, 2003 the Company did not
        file any reports on Form 8-K.


<PAGE>





                                   SIGNATURES


In accordance with the requirements of the Exchange Act, the Registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                        ONTV, Inc.


November 19, 2003                      By:/s/ Daniel M. Fasano
                                          ------------------------------
                                           Daniel M. Fasano
                                           Chief Executive and Financial Officer