UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM  10-Q


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

                  For  the  quarterly  period  ended  June  30,  2003


                         Commission  file  number:  0-29651


                           USA  VIDEO  INTERACTIVE  CORP.
             (Exact  name  of  registrant  as  specified  in  its  charter)


                WYOMING                                 06-1576391
     (State  or Other Jurisdiction of       (I.R.S. Employer Identification No.)
     Incorporation  or  Organization)


      83  Halls  Road,  Old  Lyme,  Connecticut                06355
     (Address  of  principal  executive  offices)            (ZIP  code)


                                 (860)  434-5535
              (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  |_|

Indicate  by  check  mark  whether  the  registrant  is an accelerated filer (as
defined  in  Rule  12b-2  of  the  Act).  Yes  |_|  No  |X|

At  August  1,  2003,  there were 111,337,089 shares of the registrant's common
stock  outstanding.


                                        2
<PAGE>

PART  I.  FINANCIAL  INFORMATION

Item  1.    Financial  Statements


                                       F1
<PAGE>









                           USA VIDEO INTERACTIVE CORP.

                        CONSOLIDATED FINANCIAL STATEMENTS

                                  JUNE 30, 2003

                                   (UNAUDITED)

                             (STATED IN US DOLLARS)
                              --------------------





                                       F2
<PAGE>

                  USA VIDEO INTERACTIVE CORP. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                             (STATED IN US DOLLARS)
<TABLE>
<CAPTION>


                                                                      JUNE, 30      DECEMBER 31,
                                                                        2003            2002
                                                                     (UNAUDITED)
<S>                                                                 <C>            <C>
ASSETS

Current Assets:
    Cash and cash equivalents. . . . . . . . . . . . . . . . . . .  $     50,942   $      48,708
    Accounts receivable. . . . . . . . . . . . . . . . . . . . . .         1,400           1,400
    Prepaid expenses and other current assets. . . . . . . . . . .        24,686          10,573
                                                                    -------------  --------------

TOTAL CURRENT ASSETS . . . . . . . . . . . . . . . . . . . . . . .        77,028          60,681

Property and Equipment - at cost, net of accumulated
    depreciation of $8,034 and $-0-, respectively. . . . . . . . .        83,035         211,314

Other Assets, net of accumulated amortization of $13,000
   and $11,339, respectively . . . . . . . . . . . . . . . . . . .        43,488          45,149

Deferred Tax Assets, net of valuation allowance
    of $8,045,000 and $7,950,000, respectively . . . . . . . . . .             -               -
                                                                    -------------  --------------

      TOTAL ASSETS . . . . . . . . . . . . . . . . . . . . . . . .  $    203,551   $     317,144
                                                                    =============  ==============

LIABILITIES AND STOCKHOLDERS' DEFICIENCY

Current Liabilities:
    Accounts payable and accrued expenses. . . . . . . . . . . . .  $    689,433   $   1,082,499
    Due to related parties . . . . . . . . . . . . . . . . . . . .        41,462          53,180
                                                                    -------------  --------------

      TOTAL CURRENT LIABILITIES. . . . . . . . . . . . . . . . . .       730,895       1,135,679
                                                                    -------------  --------------


Commitments and Contingencies

Stockholders' Deficiency:
    Preferred stock - no par value; authorized 250,000,000 shares,
     none issued
    Common stock and additional paid-in capital -
    no par value; authorized 250,000,000 shares,
     issued and outstanding 111,337,088 and
    103,745,088, respectively. . . . . . . . . . . . . . . . . . .    30,937,900      30,357,906
    Accumulated deficit. . . . . . . . . . . . . . . . . . . . . .   (31,465,244)    (31,176,441)
                                                                    -------------  --------------

      STOCKHOLDERS' DEFICIENCY . . . . . . . . . . . . . . . . . .      (527,344)       (818,535)
                                                                    -------------  --------------

      TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY . . . . . . .  $    203,551   $     317,144
                                                                    =============  ==============


</TABLE>

                             SEE ACCOMPANYING NOTES


                                       F3
<PAGE>

                  USA VIDEO INTERACTIVE CORP. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                             (STATED IN US DOLLARS)
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                      FOR THE THREE MONTHS ENDED             FOR THE SIX MONTHS ENDED
                                                      JUNE 30,           JUNE 30,           JUNE 30,         JUNE 30,
                                                        2003               2002               2003            2002
                                                    ---------------    ------------        --------------   ------------
<S>                                                 <C>                <C>                 <C>               <C>
Revenue. . . . . . . . . . . . . . . . . .          $            -     $    63,323         $          -     $    89,576
                                                    ---------------    ------------        --------------   ------------

Expenses:
    Cost of sales. . . . . . . . . . . . .                       -          45,470                    -         57,542
    Research and development . . . . . . .                       -          17,436                    -        235,581
    Selling, general and administrative. .                 213,692         296,519              333,237        647,747
    Depreciation and amortization. . . . .                   4,847         156,313                9,695        265,250
    Impairment loss on long-lived assets .                       -               -               25,246              -
    Noncash compensation charges . . . . .                  11,430          19,077               11,430         31,795
                                                    ---------------    ------------        -------------   ------------

Total expenses . . . . . . . . . . . . . .                 229,969         534,815              379,608      1,237,915
                                                    ---------------    ------------        -------------   ------------
Loss from operations . . . . . . . . . . .                (229,969)       (471,492)            (379,608)    (1,148,339)
                                                    ---------------    ------------        -------------   ------------

Other income (expense)
    Interest income (expense). . . . . . .                  (2,296)             54               (8,643)           121
    Other. . . . . . . . . . . . . . . . .                  84,152         (93,319)              99,448        (93,319)
                                                    ---------------    ------------        -------------   ------------

                                                            81,856         (93,265)              90,805        (93,198)
                                                    ---------------    ------------        -------------   ------------

Net loss . . . . . . . . . . . . . . . . .          $     (148,113)    $  (564,757)        $   (288,803)   $(1,241,537)
                                                    ===============    ============        =============   ============

Net loss per share - basic and diluted . .          $         (.00)    $      (.01)        $       (.00)   $      (.01)
                                                    ===============    ============        =============   ============
Weighted-average number of common
   shares outstanding - basic and diluted.             108,637,518      92,074,758          106,903,713     91,910,834
                                                    ===============    ============        =============   ============
</TABLE>

                             SEE ACCOMPANYING NOTES


                                       F4
<PAGE>

                  USA VIDEO INTERACTIVE CORP. AND SUBSIDIARIES
               CONSOLIDATED STATEMENTS OF COMPREHENSIVE OPERATIONS
                             (STATED IN US DOLLARS)
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                    FOR THE THREE MONTHS ENDED                FOR THE SIX MONTHS ENDED
                                                      JUNE 30         JUNE 30                JUNE 30             JUNE 30
                                                       2003             2002                   2003                2002
                                               ---------------    ---------------          --------------    ---------------
<S>                                            <C>                <C>                  <C>                   <C>
Net loss. . . . . . . . . . . . . . . . . . .  $     (148,113)    $     (564,757)      $        (288,803)    $   (1,241,537)

Other comprehensive income:
      Change in unrealized loss on marketable
            securities. . . . . . . . . . . .               -             81,811                       -             86,487
                                               ---------------    ---------------      ------------------    ---------------

Comprehensive loss. . . . . . . . . . . . . .  $     (148,113)    $     (482,946)      $        (288,803)    $   (1,155,050)
                                               ===============    ===============      ==================    ===============

</TABLE>

                             SEE ACCOMPANYING NOTES


                                       F5
<PAGE>

                  USA VIDEO INTERACTIVE CORP. AND SUBSIDIARIES
               CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIENCY
                             (STATED IN US DOLLARS)
<TABLE>
<CAPTION>

                                         (UNAUDITED)
                                         COMMON STOCK
                                                                ACCUMULATED    STOCKHOLDERS'
                                       SHARES       AMOUNT        DEFICIT       DEFICIENCY

<S>                                  <C>          <C>          <C>            <C>
Balance at December 31, 2002. . . .  103,745,088  $30,357,906  $(31,176,441)  $     (818,535)
Issuance of common stock and common
stock warrants for cash . . . . . .    5,750,000      415,876             -          415,876
Issuance of common stock upon
 exercise of warrants . . . . . . .    1,842,000      152,688             -          152,688
Noncash compensation charges. . . .            -       11,430             -           11,430
Net loss. . . . . . . . . . . . . .            -            -      (288,803)        (288,803)
                                     -----------  -----------  -------------  ---------------

Balance at June 30, 2003. . . . . .  111,337,088  $30,937,900  $(31,465,244)  $     (527,344)
                                     ===========  ===========  =============  ===============

</TABLE>

                             SEE ACCOMPANYING NOTES


                                       F6
<PAGE>

                  USA VIDEO INTERACTIVE CORP. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                             (STATED IN US DOLLARS)
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                                     FOR THE THREE MONTHS ENDED  FOR THE SIX MONTHS ENDED
                                                                         JUNE 30,    JUNE 30,    JUNE 30,     JUNE 30,
                                                                           2003        2002        2003         2002
                                                                        ----------  ----------  ----------  ------------
<S>                                                                     <C>         <C>         <C>         <C>
                                                                                                     2002          2001
Cash flows from operating activities:
  Net loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $(148,113)  $(564,757)  $(288,803)  $(1,241,537)
  Adjustments to reconcile net loss to net cash
    used in operating activities:
    Depreciation and amortization. . . . . . . . . . . . . . . . . . .      4,848     156,313       9,694       265,249
    Impairment loss on long-lived assets . . . . . . . . . . . . . . .          -           -      25,246             -
    Gain on sale of equipment. . . . . . . . . . . . . . . . . . . . .    (19,634)          -     (19,634)            -
    gain on settlement of accounts payable . . . . . . . . . . . . . .    (59,024)          -     (59,024)            -
    Noncash compensation charge. . . . . . . . . . . . . . . . . . . .     11,430      19,077      11,430        31,795
    Realized loss on sale of marketable securities -
       related parties . . . . . . . . . . . . . . . . . . . . . . . .          -      93,319           -        93,319
    Changes in operating assets and liabilities:
       Decrease in accounts receivable . . . . . . . . . . . . . . . .          -       5,485           -         8,229
       Increase in inventory . . . . . . . . . . . . . . . . . . . . .          -     (24,322)          -       (24,322)
       (Increase) decrease in prepaid expenses
         and other current assets. . . . . . . . . . . . . . . . . . .     (1,519)      2,914     (14,113)        8,491
       Increase (decrease) in accounts payable and
           accrued expenses. . . . . . . . . . . . . . . . . . . . . .   (179,873)      9,197    (334,042)      160,234
     Decrease in due to related parties. . . . . . . . . . . . . . . .     (1,000)   (378,320)    (11,718)      (16,268)
                                                                        ----------  ----------  ----------  ------------

NET CASH USED IN OPERATING ACTIVITIES. . . . . . . . . . . . . . . . .   (392,885)   (681,094)   (680,964)     (714,810)
                                                                        ----------  ----------  ----------  ------------

Cash flows from investing activities:
  Proceeds from equipment sales. . . . . . . . . . . . . . . . . . . .     19,634           -     114,634             -
  Proceed from sale of marketable securities -
     related parties . . . . . . . . . . . . . . . . . . . . . . . . .          -      35,784           -        35,784
                                                                        ----------  ----------  ----------  ------------

NET CASH PROVIDED BY INVESTING ACTIVITIES. . . . . . . . . . . . . . .     19,634      35,784     114,634        35,784
                                                                        ----------  ----------  ----------  ------------

Cash flows from financing activities:
  Proceeds from the issuance of common stock
   and warrants. . . . . . . . . . . . . . . . . . . . . . . . . . . .    235,201     700,000     415,876       700,000
  Proceeds from the issuance of common stock upon exercise of warrants
   warrants. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    152,688           -     152,688             -
                                                                        ----------  ----------  ----------  ------------

NET CASH PROVIDED BY FINANCING ACTIVITIES. . . . . . . . . . . . . . .    387,889     700,000     568,564       700,000

Net increase in cash and cash
  equivalents. . . . . . . . . . . . . . . . . . . . . . . . . . . . .     14,638      54,690       2,234        20,974

Cash and cash equivalents at beginning of period . . . . . . . . . . .     36,304      70,522      48,708       104,238
                                                                        ----------  ----------  ----------  ------------

Cash and cash equivalents at end of period . . . . . . . . . . . . . .  $  50,942   $ 125,212   $  50,942   $   125,212
                                                                        ==========  ==========  ==========  ============
</TABLE>

                             SEE ACCOMPANYING NOTES


                                       F7
<PAGE>

                           USA VIDEO INTERACTIVE CORP.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2003
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)
                              --------------------

NOTE  A  -  BASIS  OF  PRESENTATION

The  accompanying unaudited consolidated financial statements have been prepared
in  accordance  with  generally  accepted  accounting  principles  for  interim
financial  information  and  with  the  instructions  to  Form  10-Q  and  Rule
10-01(a)(5)  of  Regulation  S-X.  Accordingly,  they  do not include all of the
information  and  footnotes required by generally accepted accounting principles
for  complete  financial  statements.  In  the  opinion  of  the management, all
adjustments  (consisting  of normal recurring accruals) considered necessary for
fair  presentation  have been included.  The results for the interim periods are
not  necessarily  indicative  of  the results that may be attained for an entire
year  or  any  future  periods.  For further information, refer to the Financial
Statements and footnotes thereto in the Company's annual report on Form 10-K for
the  fiscal  year  ended  December  31,  2002.

NOTE  B  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES:

The  accompanying  consolidated financial statements have been prepared assuming
the  Company  will  continue  as  a  going  concern.  As  shown in the financial
statements, the Company has incurred losses of $288,803 for the six month period
ended  June  30,  2003  and  $2,113,138, $3,760,821 and $4,661,652 for the years
ended  December  31,  2002, 2001 and 2000, respectively.  These conditions raise
doubt about the Company's ability to continue as a going concern.  The Company's
ability to continue as a going concern is dependent upon its ability to generate
sufficient  cash  flow to meet its obligations as they come due which management
believes  it  will  be  able  to do.  To date, the Company has funded operations
primarily through the issuance of common stock and warrants to outside investors
and  the  Company's  management.  The  Company believes that its operations will
generate additional funds and that additional funding from outside investors and
the  Company's  management  will  continue  to  be available to the Company when
needed.  The financial statements do not include any adjustments relating to the
recoverability  and  classification  of  recorded  assets,  or  the  amounts and
classifications  of liabilities that might be necessary in the event the Company
cannot  continue  as  a  going  concern.

Basic  loss  per  common  share  ("EPS")  is computed as net loss divided by the
weighted-average  number of common shares outstanding during the period. Diluted
EPS  includes  the impact of common stock potentially issuable upon the exercise
of  options  and  warrants.  Potential  common  stock has been excluded from the
computation  of  diluted  net  loss  per  share  as  their  inclusion  would  be
antidilutive.

The  assets and liabilities of the Company's foreign subsidiaries are translated
into  U.S.  dollars  at  current  exchange  rates,  and revenue and expenses are
translated  at  average  rates  of  exchange  prevailing  during the period. The
aggregate  effect  of translation adjustments is immaterial at June 30, 2003 and
2002.

                                       F8
<PAGE>

                           USA VIDEO INTERACTIVE CORP.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2003
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)
                              --------------------

NOTE  C  -  COMMON  STOCK

On February 14, 2003, the Company issued 2,200,000 units to investors at $.0657
per  unit.  Each  unit consisted of one share of common stock and one warrant to
purchase  an  additional  share  of  common  stock  at  $.0657  per  share.

On  February  14,  2003, the Company issued 550,000 units to employees at $.0657
per  unit.  Each  unit consisted of one share of common stock and one warrant to
purchase  an  additional share of common stock at $.0657 per share.  The Company
charged  operations  for  approximately  $2,400  representing  the  differential
between  the  fair  value  and  the  purchase  price of the common stock and for
approximately $2,400 representing the differential between the fair value of the
underlying  common  stock  and  the  exercise  price  of  the  warrants.

On  April  7, 2003, the Company issued 1,200,000 units to investors at $.068 per
unit.  Each  unit  consisted  of  one  share  of common stock and one warrant to
purchase  an  additional  share  of  common  stock  at  $.075  per  share.

On  April  7,  2003,  the Company issued 300,000 units to employees at $.068 per
unit.  Each  unit  consisted  of  one  share  of common stock and one warrant to
purchase  an  additional  share  of common stock at $.075 per share. The Company
charged  operations  for  approximately  $3,000  representing  the  differential
between  the  fair  value  and  the  purchase  price of the common stock and for
approximately  $900  representing the differential between the fair value of the
underlying  common  stock  and  the  exercise  price  of  the  warrants.

On  May  30,  2003, the Company issued 1,300,000 units to investors at $.088 per
unit.  Each  unit  consisted  of  one  share  of common stock and one warrant to
purchase  an  additional share of common stock at $.1175 per share.  The Company
charged  operations  for  approximately  $2,800  representing  the  differential
between  the  fair  value  and  the  purchase  price  of  the  common  stock.

On  May  30,  2003,  the  Company issued 200,000 units to employees at $.088 per
unit.  Each  unit  consisted  of  one  share  of common stock and one warrant to
purchase  an  additional  share  of  common  stock  at  $.1175  per  share.

From  January  1,  2003 to June 30, 2003, the Company issued 1,842,000 shares of
common  stock  upon the exercising of warrants with exercise prices ranging from
$.0640  to  $.1000  per  common  share.

NOTE  D  CONTINGENT  LIABILTIY

The Company is party to a default judgement entered against one of the Company's
subsidiaries.  During  the year ended December 31, 1995, a claim was made to the
Company  for  the  total  amount  payable  under the terms of the lease with the

                                       F9
<PAGE>

                           USA VIDEO INTERACTIVE CORP.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2003
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)
                              --------------------

Company's  subsidiaries  for  office  space  in  Dallas Texas through 2002.  The
Company's  management  is of the opinion that the amount payable under the terms
of  this  judgement  is  not  estimable  or determinable at this time and may be
substantially  mitigated  by the landlord renting the property to another party.
The  range  of  possible  loss  is  from  $-0-  to  approximately $500,000.  Any
settlement  resulting  from the resolution of this contingency will be accounted
for in the period of settlement when such amounts are estimable or determinable.

NOTE  E  -  IMPAIRMENT  OF  LONG-LIVED  ASSETS

As  the  result  of the Company's inability to raise revenues in accordance with
the  corporate  business plan, the Company continued operating at a loss for the
six  month  period  ended  June 30, 2003.  As a result, the Company commenced an
impairment  review  of  its  long-lived  assets  in accordance with Statement of
Financial  Accounting  Standard  ('SFAS")  144  "Accounting of the Impairment or
Disposal  of  Long-Lived  Assets".  As  an result of this impairment review, the
Company  recorded  an  impairment  loss  of approximately $25,000 during the six
month  period  ended June 30, 2003, to reduce the carrying value of these assets
to  its  estimated  fair  value.

NOTE  F  -  PRO  FORMA  CALCULATION

The Company has elected to apply APB Opinion No. 25, Accounting for Stock Issued
to  Employees,  and  related interpretations in accounting for its stock options
and  has  adopted  the  disclosure-only  provisions  of  Statement  of Financial
Accounting  Standards ("SFAS") No. 123, Accounting for Stock-Based Compensation.
If  the  Company  had  elected  to recognize compensation cost based on the fair
value  of  the  options granted at the grant date as prescribed by SFAS No. 123,
the Company's net loss and net loss per common share for the three month periods
ended  June  30,  2003  and  2002  would  have  been  as  follows:


                                      F10
<PAGE>

                           USA VIDEO INTERACTIVE CORP.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2003
                                   (UNAUDITED)
                             (STATED IN US DOLLARS)
                              --------------------

<TABLE>
<CAPTION>

                                     FOR THE THREE MONTHS ENDED   FOR THE SIX MONTHS ENDED
                                           JUNE 30,    JUNE 30,    JUNE 30,     JUNE 30,
                                             2003        2002        2003         2002
                                          ----------  ----------  ----------  ------------
<S>                                       <C>         <C>         <C>         <C>
Net loss:
    As reported. . . . . . . . . . . . .  $(148,113)  $(564,757)  $(288,803)  $(1,241,537)

Add:  Stock-based compensation expense
    included in reported net loss. . . .          -      19,077           -        31,795

Deduct:  Total stock-based compensation
    expense determined under fair value
    based method for all awards. . . . .    (35,930)    (160,953)   (69,755)     (268,256)
                                          ----------  ----------  ----------  ------------


Pro forma. . . . . . . . . . . . . . . .  $(184,043)  $(706,633)  $(358,558)  $(1,477,998)
                                          ==========  ==========  ==========  ============

Loss per common share-basic and diluted:
    As reported. . . . . . . . . . . . .  $   (0.00)  $   (0.01)  $   (0.00)  $     (0.02)
                                          ==========  ==========  ==========  ============

Pro forma. . . . . . . . . . . . . . . .  $   (0.00)  $   (0.01)  $   (0.00)  $     (0.02)
                                          ==========  ==========  ==========  ============

</TABLE>

                                        3
<PAGE>

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

CAUTIONARY  STATEMENT

Certain  statements  contained in this Quarterly Report on Form 10-Q ("Report"),
including,  without  limitation,  statements  containing  the  words "believes,"
"anticipates,"  "estimates,"  "expects," and words of similar import, constitute
"forward-looking  statements."  Readers should not place undue reliance on these
forward-looking  statements.  USA Video's actual results could differ materially
from  those  anticipated  in  these forward-looking statements for many reasons,
including  risks  and  uncertainties  set forth in USA Video Interactive Corp.'s
Annual  Report  on  Form  10-K, the most important of which are summarized below
under Factors Which May Affect Future Results of Operations, as well as in other
documents  USA  Video files with the Securities and Exchange Commission ("SEC").

The  following  information  has  not  been  audited.  You  should  read  this
information  in  conjunction with the unaudited financial statements and related
notes  to  financial  statements  included  in  this  report.

OVERVIEW  OF  THE  COMPANY

USA  Video  Interactive Corp. ("USA Video" or the "Company") designs and markets
to  business customers streaming video and video-on-demand systems, services and
source-to-destination  digital  media  delivery  solutions  that  allow  live or
recorded  digitized  and  compressed  video  to be transmitted through Internet,
intranet,  satellite  or  wireless connectivity. The Company's systems, services
and delivery solutions include video content production, content encoding, media
asset  management,  media  and  application  hosting,  multi-mode  content
distribution,  transaction  data  capture and reporting, e-commerce, specialized
engineering  services,  and  Internet  streaming  hardware.

Although the Company has not generated any sales for the 2003 year, it continues
to  explore  opportunities  that  will  result  in  new products for new revenue
streams,  but  there  can be no assurances that such efforts will be successful.

USVO  holds the patent for Store-and-Forward Video-on-Demand (#5,130,792), filed
in  1990 and issued by the United States Patent and Trademark Office on July 14,
1992.  It has been cited by at least 145 subsequent patents.  USVO holds similar
patents  in England, France, Spain, Italy, Germany, and Canada, and has a patent
pending  in Japan.  USVO anticipates actively engaging in licensing this patent.

The  Company's  products  and  services  are  based on its proprietary Store and
Forward  Video-on-Demand  ("VoD").  USA  Video's  Store  and  Forward  VoD  is a
patented  technique  for  transmitting  video  over  switched  (telephone-like)
networks  and  allowing  the user to view the video using videocassette recorder
(VCR)-like  controls  (play,  pause,  stop, etc.).  Store and Forward VoD is the
mechanism  by  which  the  delivery of compressed video is managed and, together
with compression technology, facilitates the delivery of video to an end user in
a  timely  and  interactive  fashion.

USA  Video  has  developed  a  number of specific products and services based on
these  technologies.  These  include  StreamHQ(TM),  a  collection  of
source-to-destination  media  delivery  services  marketed  to  businesses;
EncodeHQ(TM),  a  service  that  digitizes  and  compresses analog-source video;
hardware  server  and encoder system applications under the brand name Hurricane
Mediacaster(TM);  ZMail(TM),  a service that delivers web and rich media content
to targeted audiences; mediaClix(TM), a service that delivers content similar to
Zmail  but originating from an existing web presence; and Video's patent-pending
Digital  Fingerprinting,  a  Digital Rights Management ("DRM") technology, is to
deter  digital  video  piracy  once  a user has been authorized to view a video.

The  Company  was  incorporated on April 18, 1986, as First Commercial Financial
Group  Inc. in the Province of Alberta, Canada.  In 1989,its name was changed to
Micron  Metals  Canada  Corp., which purchased 100% of the outstanding shares of
USA  Video  Inc.,  a  Texas  corporation, in order to focus on the digital media
business.  In  1995, the Company changed its name to USA Video Interactive Corp.
and  continued  its corporate existence to the State of Wyoming. The Company has
five  wholly-owned subsidiaries:  USA Video (California) Corp., USA Video Corp.,
Old  Lyme  Productions  Inc.,  USA  Video Technologies, Inc., and USVO, Inc. USA
Video's  executive  and  corporate offices are located in Old Lyme, Connecticut,
and  its  Canadian  offices  are  located  in  Vancouver,  British  Columbia.

BUSINESS  OBJECTIVES:

USVO  has  established  the  following  near-term  business  objectives:

                                        4
<PAGE>

1.   Leverage USVO's digital video patent for licensing fees and partnerships in
     the  United  States  and  internationally;

2.   Patent  and  license new technology developed within the corporate research
     and  development program;

3.   Establish  StreamHQ(TM)as  the industry standard in the streaming video and
     rich  media  marketplace;

4.   Attain industry recognition for the superior architectural, functional, and
     business  differentiators  of  the  StreamHQ(TM)  architecture;

5.   Develop  at  least  one client per year for a complete StreamHQ(TM) system,
     including  intellectual  property  licensing  and  operational  support;

6.   Expand  StreamHQ(TM)functionality to provide enhanced support for corporate
     training  and  education  markets.

CRITICAL  ACCOUNTING  POLICIES

Our discussion and analysis of our financial condition and results of operations
are  based upon our financial statements, which have been prepared in accordance
with  accounting  principles  generally  accepted  in  the  United  States.  The
preparation  of  these  financial  statements  requires us to make estimates and
judgments  that affect the reported amounts of assets, liabilities, revenues and
expenses,  and  related  disclosure of contingent assets and liabilities.  On an
on-going basis, we evaluate these estimates, including those related to customer
programs and incentives, bad debts, inventories, investments, intangible assets,
income taxes, warranty obligations, impairment or disposal of long-lived assets,
contingencies  and  litigation.  We  base our estimates on historical experience
and  on  various  other assumptions that are believed to be reasonable under the
circumstances,  the  results  of which form the basis for making judgments about
the carrying values of assets and liabilities that are not readily apparent from
other  sources.  Actual  results may differ from these estimates under different
assumptions  or  conditions.

We consider the following accounting policies to be both those most important to
the  portrayal  of  our  financial condition and the require the most subjective
judgment:

          -    Revenue  recognition;
          -    Accounting  for  marketable  securities;
          -    Impairment  or  disposal  of  long-lived  assets;
          -    Inventory  valuation  and  related  reserves;  and
          -    Deferred  taxes.

REVENUE  RECOGNITION.  Software  revenue  and  other  services are recognized in
accordance  with  the  terms  of the specific agreement, which is generally upon
delivery.  Maintenance,  support and service revenue are recognized ratably over
the  term  of  the  related  agreement.

ACCOUNTING FOR MARKETABLE SECURITIES.  We classify our investments in marketable
securities  as  "available for sale."  We carry these investments at fair value,
based  on  quoted market prices, and unrealized gains and losses are included in
accumulated  other comprehensive income (loss), which is reflected upon the sale
of  our  marketable  securities  in  our  statements  of  operations.

IMPAIRMENT  OR DISPOSAL OF LONG-LIVED ASSETS.  Long-lived assets are reviewed in
accordance  with  Statement  of  Financial  Accounting  Standard  ("SFAS")  144.
Impairment  or disposal of long-lived assets losses are recognized in the period
the  impairment  or  disposal  occurs.  Long-lived  assets  are reduced to their
estimated  fair  value.

INVENTORY  VALUATION  AND RELATED RESERVES.  Inventories are valued at the lower
of cost or market on a first-in, first-out basis.  We use a standard cost system
for  purposes  of  determining  cost; the standards are adjusted as necessary to
ensure  they  approximate  actual costs.  We write down or reserve for estimated
obsolete  or  excess  inventory  based  upon assumptions about future demand and
market  conditions.  We  compare  current inventory levels on a product basis to
our  current  sales  forecast  in order to assess our inventory reserve balance.
Our  sales  forecasts  are based on economic conditions and trends (both current
and  projected),  anticipated  customer  demand  and acceptance of our products,
current  products,  expected  future products and various other assumptions.  If
actual  market conditions are less favorable than those projected by management,
additional  write-downs  may  be  required.

                                        5
<PAGE>

DEFERRED  TAXES.  We  record a valuation allowance to reduce deferred tax assets
when  it  is  more  likely  than  not that some portion of the amount may not be
realized.  During 2003, we determined that it was no longer more likely than not
that  we  would  be able to realize all or part of our net deferred tax asset in
the  future,  and  an  adjustment  to  provide a valuation allowance against the
deferred  tax  asset  that  as  charged  to  income.

RESULTS  OF  OPERATIONS

Sales

Sales  for  the  six-month  period  ended  June  30, 2003 were $-0-, compared to
revenue  of $89,576 for the six-month period ended June 30, 2002.  Sales for the
three-month period ended June 30, 2003 were $-0- compared to $63,323 three-month
period  ended June 30, 2002.  USA Video discontinued the sale of select services
from  its  prototype  StreamHQ(TM)  after  customers'  satisfaction and proof of
concept.  The  Company no longer sells its individual functions of StreamHQ(TM).
USA  Video  intends  to continue to develop and expand its StreamHQ(TM) services
business,  while  pursuing opportunities to sell replicated StreamHQ(TM) systems
to  corporations  and  organizations  that  prefer systems solutions to services
solutions.

Recently,  due  to  the  change in capital markets, plans to seek funding for an
internal sales and marketing team was put on hold indefinitely.  Since then the
Company has focused on partnering relationships with other companies to complete
the  execution  of  it  StreamHQ  -based  business  plan.

Cost  of  Sales

The  cost  of sales for the six months ended June 30, 2003 was $-0-, as compared
to  $57,542 for the comparable period of 2002.  For the three-month period ended
June  30,  2003,  the  cost  of  sales  was  $-0- as compared to $45,470 for the
comparable  period 2002.  The decrease in cost of sales is directly attributable
to  the  decrease  in  sales.

Selling,  General  and  Administrative  Expenses

Selling,  General  and  Administrative  expenses  consisted of product marketing
expenses,  consulting  fees,  office,  professional  fees  and other expenses to
execute  the business plan and for day-to-day operations of the Company.  Due to
market conditions, Management has implemented consolidation procedures to reduce
the  daily  cost  of  Selling,  General  and  Administrative  expenses.

Selling, General and Administrative expenses for the three months ended June 30,
2003 decreased $82,827 to $213,692 from $296,519 for the three months ended June
30,  2002.  The  six months ended June 30, 2003 these cost decreased by $314,510
to $333,237 from $647,747 for the comparable period.  The reduction was due to a
reduction  in  the  Company's  operation.

Professional  expense  for  the  three  months ended June 30, 2003, increased to
$61,218  from  $30,856  for the comparable period of 2002.  The six months ended
June  30,  2003 these cost increased to $106,108 from $71,804 for the comparable
period.  The  increase  was  due  to  the  Company  performing  due diligence in
preparation  of  a  patent  infringement  suit.

Depreciation and amortization expense for the six months ended June 30, 2003 was
$9,695,  as  compared  to  $265,250  for the comparable period of 2002.  For the
three-month period ended June 30, 2003, the cost of sales was $4,847 as compared
to  $156,313  for  the  comparable  period  2002.  The  decrease  was use to the
impairment  of  long-lived  assets  in  2002.

The Company has arranged for additional staff/consultants to engage in marketing
activities  in  an  effort  to  identify and assess appropriate market segments,
develop business arrangements with prospective partners, create awareness of new
products  and services, and communicate to the industry and potential customers.
Other  components  of Selling, General and Administrative expense did not change
significantly.

Research  and  Development  Expenses

Research and development expenses consisted primarily of compensation, hardware,
software,  licensing  fees,  and  new  product  applications  for  the Company's
proprietary  StreamHQ  . Research and development expenses decreased to $-0- for
the  six  months ended June 30, 2003, from $235,581 for the comparable period in
2002  and  to $-0- for the three months ended June 30, 2003 from $17,436 for the
comparable  period  in 2002. The reduction was due to the suspension of research
and  development  activities  until  additional  capital  becomes  available.

                                        6
<PAGE>

Other  Income

During  the  six  months  ended  June  30,  2003,  the  Company  settled debt of
approximately  $190,000 for $131,000 at a gain of $59,000, and sold fixed assets
with  a  $95,000  book  value for $115,000 realizing of $20,000.  During the six
months  ended  June  30,  2003,  the  Company  sold  stock of related registered
companies  for  a  loss  of  $93,519.

Impairment  Loss  on  Long-Lived  Assets

As  the  result  of the Company's inability to raise revenues in accordance with
the  corporate  business  plan, the company continued operating at a loss of the
six  month  period  ended  June 30, 2003.  As a result, the Company commenced an
impairment  review  of  its  long-lived  assets  in accordance with Statement of
Financial  Accounting  Standard  ("SFAS")144  "Accounting  of  the Impairment or
Disposal  of  Long-Lived  Assets".  As  an result of this impairment review, the
Company  recorded  an  impairment  loss  of approximately $25,000 during the six
month  period  ended June 30, 2003, to reduce the carrying value of these assets
to  its  estimated  fair  value.

Net  Losses

To  date,  the  Company  has not achieved profitability and, in fact, expects to
incur  substantial  net losses for at least the remainder of 2003. The Company's
net  loss for the three months ended June 30, 2003 was $148,113 as compared with
a  net  loss  of  $564,757  for  the  three  months  ended  June  30,  2002.

LIQUIDITY  AND  CAPITAL  RESOURCES

At  June  30,  2003,  the  Company's had a cash position of $50,942, compared to
$48,708  at  December  31,  2002.

The Company will require additional financing to fund current operations through
the  remainder of 2003. The Company has historically satisfied its capital needs
primarily  by  issuing equity securities. The Company will require an additional
$1.0  million  to  $1.5  million  to  finance operations through fiscal 2003 and
intends  to  seek  such  financing  through  sales  of  its  equity  securities.

Assuming  the  aforementioned  $1.0  million  to  $1.5  million  in financing is
obtained,  the  Company  believes that continuing operations for the longer term
will  be supported through anticipated licensing revenues and through additional
sales  of  the Company's securities. Although longer-term financing requirements
may vary depending upon the Company's sales performance, management expects that
the  Company  will  require additional financing of $1.0 million to $1.5 million
through  fiscal 2003. The Company has no binding commitments or arrangements for
additional  financing, and there is no assurance that management will be able to
obtain  any  additional financing on terms acceptable to the Company, if at all.

FACTORS  THAT  MAY  AFFECT  FUTURE  RESULTS  OF  OPERATIONS

Certain  risks and uncertainties could cause actual results to differ materially
from  the  results  contemplated  by the forward-looking statements contained in
this Report. Risks and uncertainties have been set forth in the Company's Annual
Report  on  Form  10-K, as well as in other documents the Company files with the
SEC.  These  risk  factors  include  the  following:

THE  COMPANYS  ABILITY  TO  CONTINUE AS AGIONG CONCERN: THE COMPANY HAS INCURRED
SUBSTANTIAL  LOSSES;  IT  EXPECTS  TO  INCUR LOSSES IN THE FUTURE, AND MAY NEVER
ACHIEVE  PROFITABILITY.

To  date,  USA  Video  has  not  been  profitable, has not generated significant
revenue from operations, and has incurred substantial losses. For the six months
ended June 30, 2003, USA Video had a net loss of $288,803.  As of June 30, 2003,
the  Company  had  an  accumulated  deficit of $31,465,244 and a working capital
deficit  of  $653,867.  The  Company  intends  to continue to expend significant
financial  and  management resources on the development of its proposed products
and  services,  and  other  aspects  of  its  business. As a result, the Company
expects operating losses and negative cash flows to increase for the foreseeable
future.  Consequently,  USA  Video will need to generate significant revenues to
achieve  and  maintain profitability. The Company may be unable to do so. If USA
Video's  revenues  grow  more  slowly  than anticipated or if operating expenses
increase  more  than  expected,  or  are  not reduced sufficiently, it may never
achieve  profitability.  Because  of  factors  discussed  in this paragraph, USA
Video's  auditors,  in  their report on the Company's financial statements, have
expressed  substantial  doubt  concerning the Company's ability to continue as a
going  concern.

                                        7
<PAGE>

THE  COMPANY'S  LIMITED  OPERATING  HISTORY  MAKES  IT DIFFICULT TO EVALUATE ITS
BUSINESS  AND  PROSPECTS.

The  Company's  business  and prospects must be considered in light of the risks
encountered  by  companies  in  their  early stages of development, particularly
companies  in  new  and  rapidly  evolving  markets  such  as  streaming  media.

IF  THE COMPANY IS UNABLE TO OBTAIN SUBSTANTIAL ADDITIONAL FINANCING IN THE NEXT
FEW  MONTHS  IT  MAY  NOT  BE  ABLE  TO  MAINTAIN  OPERATIONS AT CURRENT LEVELS.

The  Company requires substantial additional financing to maintain operations at
current levels beyond the second quarter of 2003. Financing may not be available
when  needed on terms favorable to the Company, or at all. If adequate funds are
not  available  or  are  not  available  on acceptable terms, the Company may be
unable  to  further develop or enhance its products and services, take advantage
of  future  opportunities or respond to competitive pressures, or ultimately, to
continue  in  business.

CONTINUATION OF THE CURRENT SLUMP IN THE TECHNOLOGY SECTOR WILL ADVERSELY AFFECT
DEMAND  FOR  THE  COMPANY'S  PRODUCTS  AND  SERVICES.

The  Company's  sales  have  been adversely affected by the ongoing slump in the
technology  industry segment and the continuation of these market conditions can
be  expected  to  result  in  depressed  demand  for  the Company's products and
services.

THE  COMPANY'S OPERATING RESULTS IN FUTURE PERIODS ARE EXPECTED TO BE SUBJECT TO
SIGNIFICANT  FLUCTUATIONS,  WHICH  WOULD  LIKELY AFFECT THE TRADING PRICE OF ITS
COMMON  SHARES.

Factors  that  could  cause  such  fluctuations include the Company's ability to
attract  and  retain  customers;  the  introduction  of  new  video transmission
services  or products by others; price competition; the continued development of
and  changes in the streaming media market; its ability to remain competitive in
its  product  and  service  offerings; its ability to attract new personnel; and
potential  U.S.  and  foreign  regulation  of  the  Internet.

THE  COMPANY  IS  SUBJECT  TO RAPID TECHNOLOGICAL CHANGE, WHICH COULD RENDER THE
COMPANY'S  PRODUCTS  AND  SERVICES  OBSOLETE.

Keeping  pace  with  the  technological  advances  may  require  substantial
expenditures  and  lead  time,  particularly  with  respect to acquiring updated
hardware  and  infrastructure components of its systems. The Company may require
additional  financing  to  fund such acquisitions. Any such financing may not be
available  on  commercially  reasonably  terms,  if  at  all,  when  needed.

IF  THE COMPANY DOES NOT CONTINUOUSLY IMPROVE ITS TECHNOLOGY IN A TIMELY MANNER,
ITS  PRODUCTS  COULD  BE  RENDERED  OBSOLETE.

These  changes  and  developments  may  render  the  Company's  products  and
technologies  obsolete in the future. As a result, the Company's success depends
on  its  ability  to  develop  or  adapt products and services or to acquire new
products  and  services that can compete successfully. There can be no assurance
that  the  Company  will  be  successful  in  these  efforts.

THE  COMPANY INTENDS TO ISSUE ADDITIONAL EQUITY SECURITIES, WHICH MAY DILUTE THE
INTERESTS  OF  CURRENT SHAREHOLDERS OR CARRY RIGHTS OR PREFERENCES SENIOR TO THE
COMMON  SHARES.

Accordingly,  existing  shareholders may experience additional dilution of their
percentage  ownership  interest  in  the  Company.  In  addition, the new equity
securities  may  have  rights,  preferences  or  privileges  senior  to those of
existing  holders  of  the  Company's  common  shares.

Item  3.  Quantitative  and  Qualitative  Disclosures  About  Market  Risk

The  Company  believes  its  exposure  to  overall  foreign currency risk is not
material.  The  Company  does  not  manage  or  maintain  market  risk sensitive
instruments  for  trading or other purposes and is not exposed to the effects of
interest  rate  fluctuations  as  it  does  not  carry  any  long-term  debt.

The  Company  reports  its  operations  in US dollars and its currency exposure,
although  considered  by  the Company as immaterial, is primarily between the US
and  Canadian  dollars. Exposure to other currency risks is also not material as
international  transactions  are  settled  in  US  dollars. Any future financing
undertaken  by  the  Company  will  be denominated in US dollars. As the Company
increases  its  marketing  efforts, the related expenses will be primarily in US
dollars.  In  addition,  90%  of  the Company's bank deposits are in US dollars.

                                        8
<PAGE>

Item  4.  Controls  and  Procedures

Based  on  their  evaluation  of  the  effectiveness of the Company's disclosure
controls  and procedures as of a date within 90 days prior to the filing date of
this  quarterly  report,  the undersigned officers of the Company have concluded
that  such  disclosure  controls  and  procedures  are  adequate.  There were no
significant  changes  in  internal  controls  or  in  other  factors  that could
significantly  affect  internal  controls, including any corrective actions with
regard  to  significant  deficiencies and material weaknesses, subsequent to the
date of the most recent evaluation by the undersigned officers of the Company of
the  design  and operation of internal controls which could adversely affect the
Company's  ability  to  record,  process,  summarize  and report financial data.

PART  II.  OTHER  INFORMATION

Item  1.   Legal  Proceedings

On  April  10,  2003,  the  Registrant  announced that its subsidiary, USA Video
Technology  Corporation,  had filed a lawsuit in the U.S. District Court for the
District  of  Delaware  against  Movielink,  LLC.  The  Registrant  alleges that
Movielink,  a  Delaware  company, has infringed and continues to infringe on the
Registrant's  patented  online  movie  delivery  system.

Item  2.   Changes  in  Securities  and  Use  of  Proceeds

During  the  quarter  ended  June 30, 2003, the Company completed an offering of
1,500,000  units  at  a price of $0.068 per unit for total proceeds of $103,200.
Each  unit consisted of one share of common stock and one warrant to acquire one
additional  share  at  $0.075 per share, exercisable on or before April 7, 2005.

The  offer and sale of the units were exempt from registration under Rule 506 of
Regulation  D  of  the  Securities  Act.  The  Company limited the manner of the
offering  and  provided disclosure regarding the offering and the Company to the
investors.  Two  officers  and  directors  of  the  Company, one employee of the
Company,  three  additional  unaffiliated  non-accredited  investors,  and  six
additional  unaffiliated  accredited  investors  purchased the securities.   The
Company believes that a portion of these sales were also exempt under Regulation
S  under  the Securities Act, as the sales were made in offshore transactions to
non-U.S.  persons.

During  the  quarter  ended  June 30, 2003, the Company completed an offering of
1,500,000  units  at  a price of $0.088 per unit for total proceeds of $132,000.
Each  unit consisted of one share of common stock and one warrant to acquire one
additional  share  at  $0.1175 per share, exercisable on or before May 30, 2005.

The  offer and sale of the units were exempt from registration under Rule 506 of
Regulation  D  of  the  Securities  Act.  The  Company limited the manner of the
offering  and  provided disclosure regarding the offering and the Company to the
investors.  Two  officers  and  directors  of  the  Company, one employee of the
Company,  one  additional  unaffiliated  non-accredited  investors,  and  six
additional  unaffiliated  accredited  investors  purchased the securities.   The
Company believes that a portion of these sales were also exempt under Regulation
S  under  the Securities Act, as the sales were made in offshore transactions to
non-U.S.  persons.

During  the  quarter  ended  June  30, 2003, 1,842,000 common shares were issued
pursuant  to  warrants exercised for total proceeds of $152,688. The issuance of
the  shares was exempt from registration under Rules 504 and 506 of Regulation D
under  the  Securities  Act  of  1933  ("Securities  Act"). The Company has made
publicly  available financial and disclosure information with its filings to the
Canadian  Venture  Exchange,  and provided disclosure regarding the offering and
the  Company  to  the investors. The Company limited the manner of the offering.
The  purchasers  included  an  executive officer/director and two non-affiliated
investors.

Item  3.   Defaults  Upon  Senior  Securities.

None.

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

The Company held an annual meeting of shareholders on June 12, 2003, at Calgary,
Alberta, Canada.  At the meeting the shareholders voted to retain Anton Drescher
and  Edwin  Molina  and  elect  Maurice  Loverso  as  Directors  of the Company.

Also  at  the  meeting,  the  shareholders approved the appointment of Goldstein
Golub  Kessler  LLP  as  auditors  for  the  year  ending  December  31,  2003.

                                        9
<PAGE>


<TABLE>
<CAPTION>



Matter Voted Upon                No. of Votes For           No. of Votes Against        No. of Votes Withheld
-----------------                ----------------           --------------------        ---------------------
<S>                                <C>                              <C>                      <C>

1. Election of Directors           66,721,769                       nil                      231,447


2. Appoint Goldstein Golub
   Kessler LLP as auditors
   of the Company for the
   year ending
   December 31, 2003               66,725,549                     152,746                     63,210
</TABLE>

Item  5.   Other  Information.

None.

Item  6.   Exhibits  and  Reports  on  Form  8-K

          (a)  Exhibit(s)

               Exhibit  1  -  Certification of Chief Executive Officer and Chief
                              Financial Officer  Pursuant  to  18  U.S.C.
                              Section  1350,  As Adopted Pursuant  To Section
                              906 of the Sarbanes-Oxley Act of 2002.

          (b)  Reports  on  Form  8-K

               (i)  On  July  2,  2003,  the Registrant announced that effective
                    July  8,  2003,  Computershare  Trust  Company,  Inc. of 350
                    Indiana Street, Suite 800, Golden, Colorado, U. S. A., 80401
                    (telephone  (303) 262-0600 and Fax (303) 262-0700 and e-mail
                    www.computershare.com)  will  be  the Registrant's registrar
                    and  transfer  agent, replacing CIBC Mellon Trust Company of
                    Calgary, Alberta, Canada. Computershare Trust Company has an
                    office at 600, 530-8th Avenue S. W., Calgary Alberta, Canada
                    T2P  3S8(telephone  (403)267-6800).

               (ii) On  May  7,  2003,  the  Registrant  announced  that Maurice
                    Loverso  was  appointed  as a director of the Registrant and
                    that  Robert  D.  Smith had resigned as director in order to
                    pursue  other  employment  opportunities.

               (iii)  On  April  10,  2003,  the  Registrant  announced that its
                    subsidiary,  USA  Video  Technology  Corporation,  had today
                    filed  a lawsuit in the U.S. District Court for the District
                    of  Delaware  against Movielink, LLC. The Registrant alleges
                    that  Movielink,  a  Delaware  company,  has  infringed  and
                    continues  to  infringe  on the Registrant's patented online
                    movie  delivery  system.

               (iv) On  March  4,  2003,  the  Registrant  announced that it had
                    entered  into an agreement with Engle Group LLC to undertake
                    investor and media relations services for the registrant and
                    to  assist  the  Registrant in developing and implementing a
                    strategic  communications  plan.

SIGNATURE


     Pursuant  to  the  requirements of the Securities Exchange Act of 1934, the
registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned  thereunto  duly  authorized.

                                     USA  Video  Interactive  Corp.

Dated:  August 8,  2003              By:  /s/  Anton  J.  Drescher
                                     --------------------------------
                                     Name:  Anton  J.  Drescher
                                     Title:  Chief  Financial  Officer

                                       10
<PAGE>

                                                                       Exhibit 1

      CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICER
                                   PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

SECTION  906  CERTIFICATION  BY  EDWIN  MOLINA

Pursuant  to the requirements of Section 906 of the Sarbanes-Oxley Act of  2002,
Edwin  Molina,  hereby  certifies  that:

1.   this report fully complies with the requirements of Sections 13(a) or 15(d)
     of  the  1934  Act,  and

2.   the  information  contained in this report fairly presents, in all material
     respects, the registrant's financial condition and results of operations of
     the  registrant.

                                By:  /s/  Edwin  Molina
                                   -----------------------------------
                                   Name:  Edwin  Molina
                                   Title:  President  and  Chief  Executive
                                          Officer
                                   Date:  August  8,  2003


SECTION  906  CERTIFICATION  BY  ANTON  J.  DRESCHER

Pursuant  to the requirements of Section 906 of the Sarbanes-Oxley Act of  2002,
Anton  J.  Drescher,  hereby  certifies  that:

1.   this report fully complies with the requirements of Sections 13(a) or 15(d)
     of  the  1934  Act,  and

2.   the  information  contained in this report fairly presents, in all material
     respects, the registrant's financial condition and results of operations of
     the  registrant.

                                By:  /s/  Anton  J.  Drescher
                                   ------------------------------------
                                   Name:  Anton  J.  Drescher
                                   Title:  Secretary  and  Chief  Financial
                                          Officer
                                   Date:  August  8,  2003



CERTIFICATIONS

I,  Edwin  Molina,  certify  that:

1.   I have reviewed this quarterly report on Form 10-Q of USA Video Interactive
     Corp;

2.   Based  on  my  knowledge, this quarterly report does not contain any untrue
     statement  of a material fact or omit to state a material fact necessary to
     make  the  statements  made, in light of the circumstances under which such
     statements  were made, not misleading with respect to the period covered by
     this  quarterly  report;

3.   Based  on  my  knowledge,  the  financial  statements,  and other financial
     information  included  in  this  quarterly  report,  fairly  present in all
     material  respects  the financial condition, results of operations and cash
     flows  of  the  registrant  as  of,  and for, the periods presented in this
     quarterly  report;

4.   The  registrant's  other  certifying  officers  and  I  are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in  Exchange  Act  Rules 13a-14 and 15d-14) for the registrant and we have:

     a)   designed  such  disclosure  controls  and  procedures  to  ensure that
          material  information  relating  to  the  registrant,  including  its
          consolidated  subsidiaries, is made known to us by others within those
          entitles,  particularly  during  the  period  in  which this quarterly
          report  is  being  prepared;

     b)   evaluated  the  effectiveness  of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          this  quarterly  report  (the  "Evaluation  Date");  and

     c)   presented  in  this  quarterly  report  our  conclusions  about  the
          effectiveness  of  the disclosure controls and procedures based on our
          evaluation  as  of  the  Evaluation  Date;

                                       11
<PAGE>

5.   The  registrant's  other certifying officers and I have disclosed, based on
     our  most  recent  evaluation,  to  the registrant's auditors and the audit
     committee  of  registrant's  board  of directors (or persons performing the
     equivalent  function):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which  could  adversely  affect  the registrant's ability to
          record,  process,  summarize  and  report  financial  data  and  have
          identified  for  the  registrant's auditors any material weaknesses in
          internal  controls;  and

     b)   any  fraud, whether or not material, that involves management or other
          employees  who  have  a  significant role in the registrant's internal
          controls;  and

6.   The  registrant's  other  certifying  officers and I have indicated in this
     quarterly  report whether or not there were significant changes in internal
     controls  or  in  other  factors  that  could significantly affect internal
     controls  subsequent  to  the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.


                                By:  /s/  Edwin  Molina
                                   -----------------------------------
                                   Name:  Edwin  Molina
                                   Title:  President  and  Chief  Executive
                                          Officer
                                   Date:  August  8,  2003





I,  Anton  J.  Drescher,  certify  that:

1.   I have reviewed this quarterly report on Form 10-Q of USA Video Interactive
     Corp;

2.   Based  on  my  knowledge, this quarterly report does not contain any untrue
     statement  of a material fact or omit to state a material fact necessary to
     make  the  statements  made, in light of the circumstances under which such
     statements  were made, not misleading with respect to the period covered by
     this  quarterly  report;

3.   Based  on  my  knowledge,  the  financial  statements,  and other financial
     information  included  in  this  quarterly  report,  fairly  present in all
     material  respects  the financial condition, results of operations and cash
     flows  of  the  registrant  as  of,  and for, the periods presented in this
     quarterly  report;

4.   The  registrant's  other  certifying  officers  and  I  are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in  Exchange  Act  Rules 13a-14 and 15d-14) for the registrant and we have:

     a)   designed  such  disclosure  controls  and  procedures  to  ensure that
          material  information  relating  to  the  registrant,  including  its
          consolidated  subsidiaries, is made known to us by others within those
          entitles,  particularly  during  the  period  in  which this quarterly
          report  is  being  prepared;

     b)   evaluated  the  effectiveness  of the registrant's disclosure controls
          and procedures as of a date within 90 days prior to the filing date of
          this  quarterly  report  (the  "Evaluation  Date");  and

     c)   presented  in  this  quarterly  report  our  conclusions  about  the
          effectiveness  of  the disclosure controls and procedures based on our
          evaluation  as  of  the  Evaluation  Date;

5.   The  registrant's  other certifying officers and I have disclosed, based on
     our  most  recent  evaluation,  to  the registrant's auditors and the audit
     committee  of  registrant's  board  of directors (or persons performing the
     equivalent  function):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which  could  adversely  affect  the registrant's ability to
          record,  process,  summarize  and  report  financial  data  and  have
          identified  for  the  registrant's auditors any material weaknesses in
          internal  controls;  and

     b)   any  fraud, whether or not material, that involves management or other
          employees  who  have  a  significant role in the registrant's internal
          controls;  and

6.   The  registrant's  other  certifying  officers and I have indicated in this
     quarterly  report whether or not there were significant changes in internal
     controls  or  in  other  factors  that  could significantly affect internal
     controls  subsequent  to  the date of our most recent evaluation, including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.


                                By:  /s/  Anton  J.  Drescher
                                   ------------------------------------
                                   Name:  Anton  J.  Drescher
                                   Title:  Secretary  and  Chief  Financial
                                          Officer
                                   Date:  August  8,  2003