FORM 10-KSB/A

               U.S. SECURITIES AND EXCHANGE COMMISSION

                         Washington, DC  20549

          Annual Report Pursuant to Section 13 or 15(d) of the
                      Securities Exchange Act of 1934

                For the fiscal year ended December 31, 2003

                      Commission File Number:  0-17170

                              TELVUE CORPORATION

      (Exact name of small business issuer as specified in its charter)

         Delaware                                       51-0299879
(State or other jurisdiction of                       (I.R.S. Employer
incorporation or organization)                        Identification No.)

     16000 Horizon Way, Suite 500
       Mount Laurel, New Jersey                            08054
(Address of principal executive offices)                 (Zip Code)

Issuer's telephone number, including area code:  856-273-8888
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None

      Title of Each Class

      Common, $0.01 per share par value

Indicate by check mark whether the Issuer (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
Issuer was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days.  Yes  X
                                              ----
Indicate by check mark whether the registrant is an accelerated filer (As
defined in Rule 12b-2 of the Exchange Act.  Yes     No  X
                                               ----   ----
Indicate by check mark if disclosure of delinquent filers in response to
Item 405 of Regulation S-B is not contained herein, and will not be
contained, to the best of Issuer's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB.
                                               -----
The Issuer's revenue for the fiscal year ended December 31, 2003 was
$6,197,914.

The Aggregate Market Value of voting and non-voting common equity held by
non-affiliates of the Issuer as of March 5, 2004, based on a per share
average bid and asked price of $.06 was $584,198.

Number of shares of Issuer's common stock outstanding as of March 5, 2004:
24,847,274 shares.

Transitional Small Business Disclosure Format:  Yes       No   X
                                                    _____    _____

This From 10-KSB/A is being filed to include Part II Item 7 (the "Financial
Statements"), of the TelVue Corporation Form 10-KSB for the fiscal year ended
December 31, 2003, which was filed with the Securities and Exchange Commission
on March 26, 2004 ("Form 10-KSB").  A technical error in the filing process
caused the Financial Statements not to be included in the EDGAR filing of the
Form 10-KSB.


                     DOCUMENTS INCORPORATED BE REFERENCE

Portions of the Registrant's definitive Proxy Statement for its 2004 Annual
Meeting of Shareholders, which definitive Proxy Statement will be filed
with the Securities and Exchange Commission not later than 120 days after
the Registrant's year end at December 31, 2003, are incorporated by
reference into Part III of this Form 10-KSB.

<PAGE>

                                PART I
ITEM 1.     BUSINESS

GENERAL

      TelVue Corporation, a Delaware corporation ("TelVue"), was
incorporated on November 26, 1986.  Until December 30, 1988, TelVue was a
wholly owned subsidiary of Science Dynamics Corporation ("Science"). On
that date, TelVue's shares of Common Stock were distributed to Science's
shareholders of record as of December 30, 1988, on the basis of three
shares of TelVue's Common Stock for each share of Science's Common Stock
then outstanding.

    TelVue operates two business segments.  One segment is a marketing and
service company which sells automatic number identification ("ANI")
telecommunications services to the cable television industry for the
automated ordering of pay-per-view features and events (the "ANI Service").
The other business segment operates under the name, Source Communications
Group, and functions as a communications solution provider and network
integrator serving clients mainly in the Mid-Atlantic states.

 The ANI Service permits cable television companies to process
special ordering services without the attendant high-manpower requirements
or extensive physical plant and facilities that are otherwise required.
ANI systems provide an electronic means of recording a subscriber's
telephone number together with information as to what program or service
was ordered and by whom, permitting cable television companies to then
unscramble appropriate signals for viewing by the ordering subscriber, all
without any interactive cable system and without any form of operator
intervention.  At the time of dialing the order, the recognition of the
subscriber's telephone number is automatically recorded by TelVue's ANI
unit, presenting the subscriber with both a confirmation and acknowledgment
of receipt of his order.  In turn, the automatically recorded information
regarding placement of an order is utilized by cable television companies
for purposes of billing for such specialized services.

      The ANI Service segment is principally a service oriented business,
and does not engage in the manufacture of equipment required to provide its
services. The equipment used is owned and installed by TelVue. The
equipment is located at TelVue's home office in Mt. Laurel, New Jersey.
The equipment provides enhanced service features, such as, "Custom
Greeting" which identifies the cable operator by name, "Title Speak" which
speaks the movie or event title, start-time and channel appearance on
accepted orders, and "Call Redirect" which automatically redirects
unaccepted order calls to the cable operator's customer service
representative for assistance.  TelVue believes that these enhanced service
features are necessary for it to remain competitive within the pay-per-view
ANI industry.  The equipment also speaks promotional messages for products
and services at the time a cable subscriber is placing an order for a pay-
per-view movie or event (the "PPV+ service").  During 2003, no additional
equipment purchases or software modifications were required to provide ANI
Service.  TelVue serves cable television systems across the United States
via trunk lines and data circuits that it currently leases from MCI. TelVue
believes it receives a favorable trunk usage rate from MCI.

As of December 31, 2003, TelVue had contracts to provide service to
577 cable television systems, serving approximately 20.6 million full-time
subscribers and approximately 1.2 million part-time subscribers. Part-time
subscribers are subscribers who only use TelVue's ANI service for major
special events, such as boxing, wrestling and concerts.  TelVue markets and
provides service to cable television systems on a part-time basis so that
cable television systems which use alternate pay-per-view ordering services
become familiar and comfortable enough with TelVue's ANI service to use the
ANI service on a full-time basis.

     TelVue's contracts with cable television system operators cover the
provision of ANI order entry services at a specified rate per subscriber
order.  Cable television systems are charged, in addition to their per
order fee, installation and setup fees, monthly data circuit fees, enhanced
feature fees and PPV+ service promotion fees.  Monthly charges are due and
payable to TelVue within twenty days after the end of each month.
Generally, the contracts carry an initial term of three years with
automatic renewal unless a party gives notice of non-renewal prior to the
renewal date, and may be terminated at will upon ninety days prior notice.
Each contract is also terminable upon default by a party.  In addition, the
contract is also assignable upon the sale or transfer of the business or
assets of the cable operator.

     TelVue's business segment that operates under the name, Source
Communications Group, was acquired on March 9, 2001 for $1.3 million
pursuant to TelVue's acquisition of the assets of J.D. Kraengel and
Associates, Inc. f/k/a Dacon Corporation d/b/a Source Communications Group
("Source"), a Delaware corporation located in Mullica Hill, NJ.  The Source
segment functions as a communications solution provider and network
integrator serving clients mainly in the Mid-Atlantic states.  Source
represents a number of well-known equipment, software and communications
service suppliers. Source molds these resources into a custom business
solution for its clients and satisfies its customers' individual voice,
video and data communications needs. The Source customer base is broad,
representing such industries as healthcare, entertainment, financial,
education, government and utilities.  The Source acquisition was part of a
strategy to allow TelVue to grow and diversify both its product lines and
customer base beyond the cable TV industry. Jeffrey Kraengel, the former
President of Source, joined TelVue as an Executive Vice President for a
term of two years over the period March 9, 2001 through March 8, 2003, with
the responsibility of integrating the Source operations into TelVue,
expanding existing business with current customers and suppliers,
identifying and creating new business opportunities, and training
employees.  Mr. Kraengel served as a consultant to the Source segment from
March 9, 2003 through March 8, 2004.

      The Source segment sells computer related equipment, network systems,
software, and data communications equipment.  Source does not engage in the
manufacture of the equipment it sells.  In addition to the equipment sale,
Source offers installation of equipment, service contracts, and service
repair to equipment not under service contract.  All payment terms for
customers are net 30 days.  The ANI Service technical staff is being
utilized to perform the service and installation.  Prior to the
acquisition, Source sold only hardware and subcontracted any labor needed
for installation or service.  In addition to the revenue streams noted
above, Source resells bandwidth to customers for internet access, for which
it charges a monthly access fee, and sells through agents, DSL, ISDN and
point to point data circuits to customers for which it receives a one-time
commission from the telephone carrier or agent.

     TelVue has developed a new product and service called the TelVue
Virtual Television Networks ("TVTN") and has applied for a patent.  TVTN is
a system for displaying a fully automated TV station-like display on a
cable system access channel using computer based digital technology. TVTN
displays the programming as graphics, text, imbedded music, and pictures
with voice narration and can run full motion video clips.  TelVue is
currently marketing TVTN to municipal governments as a means of providing
richer and more robust TV programming for their local Cable TV Government
Access Channels.  Currently, most municipalities use a simple TV display
made up of only text messages with background music. TelVue is selling the
TVTN hardware-software platform to the municipalities and is also charging
ongoing monthly support fees for services provided by TelVue.  TelVue sold
one platform in 2003 and plans to continue to market this product in 2004.

     For information regarding TelVue's revenue, operations and assets,
please refer to TelVue's financial statements included at Item 7 of this
Report and Management's Discussion and Analysis or Plan of Operation.

LICENSES

     On July 8, 2003, TelVue filed for a patent for its TVTN service (see
above). This service provides the operators of Cable-TV Access Channels,
typically municipalities or schools, with the ability to generate a
computerized TV signal on those channels.  The TVTN signal is comprised of
pictures, headlines, voice-over narration, full motion video clips and
graphics.

     TelVue has developed and has in service a system that allows
subscribers to order pay-per-view movies and events from their provider
using the Internet.  TelVue holds United States Patent No. 6,286,139,
issued September 4, 2001, related to this system.

     TelVue previously purchased Switched-access Audio Response Units
("SARUs") and one communication subsystem ("HP") from Atlas Telecom
(formerly Syntellect).  TelVue possesses a perpetual, no charge license for
the pay-per-view application software residing on the SARUs it currently
owns and for any future SARUs purchased. TelVue did not purchase any SARUs
from Atlas Telecom during 2003. There is no affiliation between TelVue and
Atlas Telecom other than a customer and supplier relationship.

     TelVue pays Telco Solutions, Inc. a monthly licensing fee for an
exclusive license within the United States for the use of pay-per-view
application software, which resides on two (2) communication subsystems
("HPs") that TelVue owns.  TelVue purchases Link On equipment ("LINK ONs")
from Telco Solutions, Inc.  The LINK ONs are used to expand call capacity
to accommodate new customers.  The LINK ONs work in conjunction with the
SARUs.  TelVue had purchased LINK ONs in place of SARUs because the LINK
ONs are more cost effective.  TelVue pays Telco Solutions, Inc. a monthly
licensing fee for an exclusive license within the United States for the use
of pay-per-view application software residing on the LINK ONs.  TelVue did
not purchase any LINK ONs during 2003.

     TelVue also uses equipment purchased from Science.  Science holds
United States Patent No. 4,797,913 (issued January 10, 1989), encompassing
ANI ordering equipment and services employing the use of Feature Group D
services (the "Science Patent").  TelVue holds a perpetual, no charge and
nonexclusive license to use the Science patent.

MARKETING OF SERVICES

      Sales of TelVue's ANI Services to date have been made to operating
cable television companies with a broad geographical distribution and to a
satellite distribution company.  Relations with all customers are good.
TelVue's ANI Service is not seasonal in any material respect. Ordering
problems common to all providers of pay-per-view services include the
geographically dispersed points of sale, the high concentration of orders
around the start time of a pay-per-view event and the need to make the
ordering mechanism sufficiently easy to accommodate the impulsive
purchasing patterns of ordering subscribers.  TelVue believes its services
resolve these pay-per-view ordering problems.  As of December 31, 2003,
there are three Multi System Operators ("MSOs") that individually comprise
more than 10% of TelVue's ANI Service revenue.  These percentages may vary
as contracts with additional cable companies are concluded and as cable
operators continue to consolidate their systems with other cable operators.

  	The Source segment continues to market its products and services
using a variety of methods including exhibiting at local Chamber of
Commerce shows, education and school board shows, technology shows,
sponsoring breakfasts for regional technology groups, telemarketing, direct
mail, and internet methods.

     The TVTN service will be marketed using direct mail and telemarketing
to municipal officials while attending various League of Municipality
Conferences to demonstrate the service.

COMPETITION

     TelVue uses telephone company grade, feature-laden equipment for its
automated pay-per-view order processing service.  TelVue has a reputation
for offering customer friendly features and excellent customer service. In
addition, TelVue offers 24-hour customer service and reliability with near
zero down time, particularly under heavy load during major special events.
TelVue's excellent customer service reputation has allowed it to continue
its preeminent position as a leading ANI pay-per-view service provider,
even though continued digital service rollout by cable operators has begun
to erode its subscriber base.

     Source operates in an extremely competitive marketplace in which it
needs to differentiate itself by providing added value to the products and
services it sells.  Source's competitors include hardware suppliers,
software consulting groups who also sell hardware, mail order suppliers,
internet suppliers and telephone carriers engaged in selling hardware and
installation.  A number of the suppliers that Source represents provide
unique and sophisticated solutions that require a degree of customer
service that is not attainable otherwise.  Source needs to continuously
introduce new products and technology to its customer base in order to
remain competitive.  Source is focusing on higher price points, higher
margin, emerging market products and services such as Outdoor Wireless,
Network Security, and Voice IP over the LAN.  These products require a
higher degree of technical knowledge and configurations to install and
maintain, limiting the peers capable of supplying and supporting this
product.

     TVTN currently has competition from software and hardware suppliers to
municipalities that operate Municipal/Educational cable access channels.
However, at this time, none of those competitors offer the monthly
programming and service level that TVTN offers.

EMPLOYEES

      At December 31, 2003, TelVue had seventeen full-time employees and
one part-time employee.  Two of the employees spend 100% of their time
working for the Source segment, the remaining fifteen employees are ANI
Service employees whose time is allocated to the Source segment as work is
performed.  Additional personnel may be added as circumstances require.

BACKLOG

      TelVue's ANI Service revenues are computed and assessed on the basis
of a fixed charge for every order placed with a subscribing customer for
specialized cable programming services or for other services transmitted
through its equipment.  As a result, no form of backlog exists, other than
that which is represented by accumulated service charge income, which has
yet to be paid to TelVue.

     The Source division experiences backlog for orders placed by customers
when the goods have not yet been shipped and invoiced. As of December 31,
2003, there existed approximately $190,000 of backlog.

RESEARCH AND DEVELOPMENT

     TelVue is principally a sales and marketing company.  In 2003, TelVue
incurred $38,195 in consulting fees in connection with the development of
the TVTN product.  TelVue does not anticipate any significant or material
research and development in the future.

ITEM 2.     PROPERTIES

      TelVue leases approximately 8,700 square feet of office space in the
Mt. Laurel, New Jersey, Horizon Way Corporate Center.  The lease expires
May 31, 2004. TelVue intends to renew its lease.  The office space is used
to house the equipment used to provide the ANI Service as well as TelVue's
ANI Service and the Source segment's executive, sales, secretarial and
technical support personnel.

ITEM 3.     LEGAL PROCEEDINGS

     TelVue has received notice from a cable operating company customer
asserting its right to be indemnified against claims of patent infringement
made against the cable operator by a third party.  The third party has
alleged to the cable operator that portions of the cable operator's pay-
per-view operations infringe one or more patents held by that party.  No
notice of alleged infringement has been received by TelVue from the third
party. TelVue has retained independent patent counsel to review the terms
and the alleged infringement.  TelVue is unable at this time to determine
the amount or extent of liability, if any, to the cable operator.

ITEM 4.     SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

      No matter was submitted during the fourth quarter of the fiscal year
covered by this report to a vote of security holders through solicitation
of proxies or otherwise.

                             PART II

ITEM 5. MARKET FOR THE ISSUER'S COMMON STOCK AND RELATED
          SECURITY HOLDER MATTERS

      The Issuer's Common Stock is traded in the Over-the-Counter Market.
Over-the-Counter market quotations reflect inter-dealer prices, without
retail mark-up, mark-down or commissions and may not represent actual
transactions.  The range of high and low bid prices for TelVue's common
stock for the two most recent fiscal years, as reported by The NASDAQ Stock
Market, Inc. is as follows:

      QUARTER 2003                          HIGH                    LOW

        First                               $.04                   $.03

        Second                              $.04                   $.03

        Third                               $.09                   $.015

        Fourth                              $.08                   $.031


      QUARTER 2002

        First                               $.08                   $.04

        Second                              $.06                   $.04

        Third                               $.041                  $.025

        Fourth                              $.035                  $.025

      As of March 5, 2004, there were 329 holders of record of the Common
Stock of TelVue.

      TelVue has paid no cash dividends since its incorporation.  TelVue
intends to retain any future earnings for use in its business and has no
present intention to pay cash dividends on its Common Stock in the
foreseeable future.  Holders of the Common Stock are entitled to share
ratably in dividends when and as declared by the Board of Directors out of
funds legally available therefore.

     Shares of Common Stock which have had the same beneficial owner for a
continuous period in excess of two years prior to the record date of any
meeting of stockholders, are entitled to 10 votes per share in any matters
submitted for vote, at a meeting of stockholders.  All other stockholders
have one vote per share unless this limitation is waived by the Board of
Directors.  As of March 5, 2004, 18,261,275 shares of TelVue's Common Stock
were entitled to 10 votes per share.  The remaining 6,585,999 shares of
Common Stock were entitled to one vote per share.  Mr. Lenfest owns
14,557,453 shares of Common Stock, which are entitled to ten votes per
share.

EQUITY COMPENSATION PLAN INFORMATION

                      NUMBER OF
                  SECURITIES TO BE    WEIGHTED-AVERAGE       NUMBER OF
                     ISSUED UPON     EXERCISE PRICE OF      SECURITIES
                     EXCERISE OF        OUTSTANDING          REMAINING
                      OUTSTANDING     OPTIONS, WARRANTS     AVAILABLE FOR
                  OPTIONS, WARRANTS      AND RIGHTS        FUTURE ISSUANCE
PLAN CATEGORY       AND RIGHTS       COMPENSATION PLANS      UNDER EQUITY
-------------     -----------------  ------------------    ---------------
   Equity
compensation plans
  approved by
security holders          942,917              $.078            8,530,000

  Equity
compensation plans
  not approved by
security holders             (a)                (a)                  (a)

                         -------               -----            ---------
Total                    942,917               $.078            8,530,000
                         =======               =====            =========

(a) In December 1997, the Company adopted a director compensation plan.
    Under this plan, each non-employee director, other than the majority
    stockholder, is compensated $500 for each meeting attended by receiving
    shares of common stock issued at the higher of per share fair market
    value of the common stock as of the board of directors meeting date or
    $.05 per share.

ITEM 6.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

     The following discussion will deal, at some length, with the increased
operating income for year ended December 31, 2003 compared to December 31,
2002, and the reasons for the slight increase.  We will further discuss the
continuing erosion in buy rates caused mostly by cable operator's
aggressive movement to digital services which limits the number of analog
pay-per-view channels available for content and allows the cable operator's
customers to order digital pay-per-view or video on demand via the set top
box.  We will also discuss the potential significant loss of a large
portion of the subscriber base due to cancellation notices recently
received from Dish Network and Adelphia Communications.  The Source segment
continues to produce disappointing revenue and margins and a discussion of
that business follows.  Additionally, TelVue is preparing to aggressively
market the new TVTN service and a short discussion of that new offering
follows.

     The ANI segment had operating income of $1,818,658 and $1,592,085 for
the years ended December 31, 2003 and 2002, respectively. Feature revenue
increased $325,802 for the year ended December 31, 2003, due to a feature
price increase that TelVue implemented for the majority of its customers on
May 1, 2002. Offsetting the feature revenue increase was a decrease in per-
view buy revenue of $230,760, a decrease in data link and program number
revenue of $198,219, and a decrease in PPV+ revenue of $28,486 for the year
ended December 31, 2003.  The decrease in these revenues is due in part to
a continuing reduction in the average monthly buy rate from 4.9% to 4.0%
for the years ended December 31, 2002 and 2003, respectively and a
reduction in the number of subscribers served in 2003 (see below).  TelVue
believes that the decrease in the buy rates is attributable to a somewhat
weak movie product, a lack of major special events such as boxing, erosion
in wrestling popularity, and the movement of cable operators to impulse
ordering on digital cable systems (see below).  In addition, TelVue
believes there is a loss of focus by cable operators on the pay-per-view
product line, primarily because of the amount of time cable operators are
spending on promoting new product lines such as digital service and high-
speed Internet access.  The ANI cost of revenues decreased $216,933.  This
is partially due to a decrease in trunk expense of $154,137 and a decrease
in data link expense of $43,419 as a result of reduced trunk and data link
rates under TelVue's new MCI contract that went into effect on June 1,
2002.  An allocation of ANI service technical personnel labor to the Source
segment also contributed to the reduction in ANI cost of revenue for the
year ended December 31, 2003.

     As of December 31, 2003, TelVue was serving approximately 20.6 million
full-time cable subscribers and 1.2 million part-time cable subscribers,
compared to approximately 22.0 million full-time and 1.2 million part-time
cable subscribers served as of December 31, 2002.  The part-time
subscribers did not significantly contribute to the revenue or service
expenses for the years ended December 31, 2003 and 2002. During the year
ended December 31, 2003, TelVue added approximately 1.5 million subscribers
to its ANI Service and had approximately 2.9 million subscribers cancel the
ANI service.  The cable operators cancelled the ANI service primarily as a
result of moving their subscribers onto two-way digital service (see
below).  Of the 1.5 million customer additions for 2003, 1.3 million of the
subscribers were from the Dish Network.  Dish Network has informed TelVue
that it will do its ANI order processing internally and is transitioning
its subscribers onto its internal network.  In the fourth quarter of 2003,
Dish Network transitioned their adult product traffic onto its internal
network.  Dish Network plans to have their remaining sports/event and movie
traffic moved onto their internal network by the end of the second quarter
of 2004.  Dish Network intends to continue to use TelVue for its monthly
speech recording. Currently, Dish Network contributes approximately 4.6% to
the total TelVue ANI service revenue.  When Dish Network has completed its
transition period, the total number of subscribers TelVue serves will be
depleted by approximately 9.4 million, and the annual service revenue will
be reduced by a net amount in the range of approximately $135,000 to
$165,000.  In March 2004, Adelphia Communications ("Adelphia") verbally
notified TelVue that it intends to process its ANI orders internally
beginning in either June or July of 2004.  During 2003, Adelphia
contributed approximately 25% to the total ANI service revenue. If Adelphia
leaves TelVue's service as they have discussed, the total number of
subscribers TelVue serves will be depleted by approximately 1.5 million,
and the annual service revenue will be reduced by approximately $1.1
million.

     The Source segment had operating losses of $993,690 and $941,892 for
the years ended December 31, 2003 and 2002, respectively.  There were
impairment charges related to the Source segment goodwill in the amounts of
$450,000 and $370,819 for the years ended December 31, 2003 and 2002,
respectively, which was a large contributor to the Source operating losses.
Effective January 1, 2002, TelVue adopted SFAS No. 142, "Goodwill and Other
Intangible Assets" under which goodwill is no longer amortized but instead
is assessed for impairment at least annually.  TelVue performed its annual
fair value assessment and determined that an impairment charge of $450,000
was necessary to reduce the carrying value of goodwill to its implied fair
value at December 31, 2003.  Hardware sales and service revenue decreased
$845,141 for the year ended December 31, 2003.  There was a corresponding
decrease in hardware sales and service cost of revenues of $670,760 for the
year ended December 31, 2003.  The gross profit margins were 12% and 15%
for the years ended December 31, 2003 and 2002, respectively. The total
sales and service revenue at December 31, 2003 is comprised of 84% hardware
sales, 13% service installation and repair revenue, 2% service contract
revenue, and 1% internet access revenue.  The corresponding direct expenses
have relatively the same percent distributions. Generally, Source executes
two types of hardware sales; one is a commodity sale, which is basic, off
the shelf pc-type purchases with a lower markup, and the second is a
networking-type sale which involves planning and configuration of the
system to be implemented, which results in a greater markup.  The gross
profit at December 31, 2003 and 2002, represents a blend of the two types
of sales with the majority of sales being commodity.  TelVue believes the
Source operating loss and decrease in sales for the year ended December 31,
2003, can be attributed to the continued information technology ("IT")
recession, expressed by the decrease in capital purchasing of IT equipment
by businesses, which also lowered the average margin on hardware sales for
the Source segment.  In an effort to reduce costs and maintain a productive
sales force, Source reduced its sales force from five full-time sales
representatives and one part-time sales representative at December 31, 2002
to two full-time representatives and 2 independent sales representatives
at December 31, 2003.

    Selling and marketing expenses decreased $241,771 for the year ended
December 31, 2003.  The decrease is partially a result of a decrease in
commission expense of $76,853 as a result of fewer new cable subscribers
being added to the ANI service and lower Source segment sales.  The Source
segment payroll decreased $132,624 as a result of a reduction in sales
personnel (see above).  Source advertising expense decreased $22,294 in
2003 as a result of eliminating non-productive advertising.  There were
also decreases in various other sales expense categories. General and
administrative expenses decreased $29,390 for the year ended December 31,
2003, mainly as a result of a decrease in bad debt expense of $79,865.  On
June 25, 2002, Adelphia Communications ("Adelphia") filed for Chapter 11
bankruptcy. Outstanding balances due to TelVue from Adelphia at the time of
its bankruptcy filing were $157,210.  During 2002, TelVue recorded a 50%
bad debt reserve estimate in the amount of $78,605 for the pre-bankruptcy
outstanding invoices from Adelphia.  No additional reserve was needed for
the year ended December 31, 2003.

      Partially offsetting the favorable variance in bad debt expense
mentioned above, was an unfavorable variance of $65,392 in expenses related
to the TVTN service (see description of business).  Included in this
expense were consulting fees of $38,195 and approximately $23,000 in
expenses related to a trade show used to present the TVTN product.  TelVue
sold one TVTN platform in July 2003 along with a monthly support agreement,
effective January 1, 2004. TelVue made presentations to an additional 23
communities, many of which are considering adopting the TVTN service.
However, long municipal decision and approval processes are required.
TelVue intends to initially market the service regionally in New Jersey,
Pennsylvania and Delaware.

     TelVue had income before income taxes of $781,200 and $555,549 for the
years ended December 31, 2003 and 2002, respectively.  TelVue recorded
income tax expense of $300,730 and $203,930 for the years ended December
31, 2003 and 2002, respectively.   TelVue's federal net operating loss
carry forward was approximately $650,000 on a tax-reporting basis as of
December 31, 2003 (see Note 10 to TelVue's Financial Statements).

     During the year ended December 31, 2003, TelVue purchased $158,759 of
equipment compared to $96,816 purchased during the year ended December 31,
2002.  The majority of the equipment purchased during the year ended
December 31, 2003, was for an out dialing message service that TelVue began
to promote to its cable customers in July 2003.  This service is used in
promoting major special events and premium channel upgrades.  Depreciation
and amortization expense decreased $47,583 for the year ended December 31,
2003, as a result of assets being fully depreciated. Depreciation and
amortization accounted for 9% of total operating expenses for the year
ended December 31, 2003 compared to 10% for the year ended December 31,
2002.

      There was a decrease in total liabilities of $993,160 for the year
ended December 31, 2003.  This is a net result of increases and decreases
in various liability accounts with the largest being a decrease in accrued
interest due to the majority stockholder of $1,206,228 as a result of
accrued interest payments.  Total assets decreased $933,434 for the year
ended December 31, 2003, which is partially a result of a decrease in
deferred tax asset of $299,995 and as a result of a goodwill impairment
charge in the amount of $450,000 (see above and Note 4 to TelVue's
financial statements).  TelVue's days for sales in average accounts
receivable was 60 days at December 31, 2003, compared to 57 days at
December 31, 2002.  TelVue does not offer incentives or discounts to its
customers, nor has it changed its credit terms with its customers.  TelVue
has a bad debt reserve established in the amount of $91,009 as of December
31, 2003.  The majority of the reserve, $78,605, represents 50% of the
outstanding balance due from Adelphia as a result of the bankruptcy filing
date on June 25, 2002 (see above).  It is unknown when TelVue will receive
payment on these invoices or what portion of the invoices will be paid.

     TelVue had positive cash flow from operating activities of $504,173
for the year ended December 31, 2003, compared to positive cash flow of
$315,527 for the year ended December 31, 2002.  Ignoring changes in
operating assets and liabilities that result from timing issues, and
considering only adjustments to reconcile net income to net cash provided
by operating activities, TelVue would have positive cash flow from
operating activities of $1,442,200 for the year ended December 31, 2003,
compared to positive cash flow from operating activities of $1,154,086 for
the year ended December 31, 2002.  The increase in cash flow over 2002 is
mainly due to a reduction in selling and marketing expenses (see above).

     Since November 2, 1989, TelVue has funded its expansion and operating
deficit from the proceeds from the sale of shares of TelVue's Common Stock
and Preferred Stock to Mr. H.F. Lenfest, TelVue's majority stockholder
("Mr. Lenfest") and from loans from Mr. Lenfest. From November 1989 to
February 1996, TelVue borrowed an aggregate of $6,128,712 from Mr. Lenfest.
In addition to these borrowings, during January 1995, Mr. Lenfest purchased
from Science Dynamics Corporation TelVue's non-interest bearing note in the
amount of $541,000. On March 5, 2001, TelVue borrowed $650,000 from Mr.
Lenfest to fund a portion of the Source acquisition, at an interest rate of
prime plus one percent (1%) compounded and due on or before January 1, 2004
(see below).  This loan was repaid in its entirety in 2001. During the year
ended December 31, 2003, TelVue made total interest payments to Mr. Lenfest
of $1,250,097, thereby paying the accrued interest on prior borrowings in
its entirety. The aggregate outstanding loan balance due to Mr. Lenfest as
of December 31, 2003, is $541,000 in loan principal for the non-interest
bearing Science Dynamics Corporation note.  TelVue intends to negotiate, in
2004, the repayment terms of the $541,000 note with Mr. Lenfest and does
not have a payment schedule in place at this time.

     On March 9, 2001, TelVue acquired substantially all of the assets of
J.D. Kraengel and Associates, Inc. f/k/a Dacon Corporation d/b/a Source
Communications Group ("Source") for $1.3 million. The assets, which
consisted primarily of material contracts with equipment, software and
communication service providers, were purchased for $1,000,000 in cash and
$300,000 pursuant to a promissory note (the "Source Note") (see Note 6 of
TelVue's financial statements). The Source Note has a term of three years.
Interest only was payable monthly during year one at the rate of 8% per
annum. Beginning in year two, both principal and interest are payable
monthly at the rate of 5.06% per annum.  During the year ended December 31,
2003, TelVue made total payments of $158,034 on the Source Note.  The
aggregate outstanding loan balance due on the Source Note at December 31,
2003, is $39,178.  The acquisition of Source is part of TelVue's long-term
business strategy to expand and diversify its operations.  TelVue has
cross-trained its technical personnel to work within the Source business.

     TelVue's ability to fund its operating expenses primarily depends on
retaining its current subscriber base level and generating net income from
the Source segment.  Management believes that over time, continued erosion
will occur in the subscriber base.  While maintaining the ANI pay-per-view
ordering business, TelVue intends to aggressively market and sell the new
TVTN service to government officials and the cable industry.  However,
there can be no assurance that its marketing efforts will be successful.
During the year ended December 31, 2003, TelVue added 1.5 million
subscribers to its service and had 2.9 million subscribers cancel service.
The cable operators cancelled the ANI service primarily as a result of
moving their subscribers onto two-way digital service (see below).  Also,
both Dish Network and Adelphia have informed TelVue that they intend to
begin ANI order processing internally by transitioning their subscribers
onto their internal networks (see above).  In addition, revenues are
affected by the buy rates of subscribers connected to the Service.  TelVue
has no control over the buy rates and therefore cannot assure that buy
rates will increase or will remain at their current level.  As noted above,
TelVue experienced a decrease in the average monthly buy rate from 4.9% to
4.0% for the year ended December 31, 2002 and 2003, respectively.

	The movement of cable operators to impulse ordering on digital cable
systems is part of the reason for the buy rate decrease noted above.  Cable
operators are deploying digital services to their customers.  These digital
services allow cable operators to offer additional channels and to offer
additional pay-per-view channels.  Where cable operators have activated
two-way cable plant (i.e. the operator is able to send a signal to and
receive a signal from its customer), the digital service can also allow the
cable operator to process ordering of pay-per-view movies and events
directly from its customers, without using TelVue's service.  Management
believes the long-term effect of deployment of digital two-way service will
negatively impact TelVue.  Some cable operators with digital service, but
only one-way cable plant, have chosen to use TelVue's single number
ordering technology for pay-per-view ordering.  Currently, there are 421
cable operators using ANI ordering technology for their digital pay-per-
view offerings.  TelVue intends to monitor developments in the rollout of
digital services by its cable operator customers and to attempt to position
TelVue to continue to be the cable operator's provider of choice for
processing pay-per-view orders.  However, there can be no assurances that
TelVue will be successful in this effort.

    During the year ended December 31, 2003, Source has experienced a
decrease in sales from $2,313,566 for the year ended December 31, 2002 to
$1,468,425 for the year ended December 31, 2003.  There can be no assurance
that sales will not further decline or that sales will grow to the point of
making the Source segment profitable.  The current recession related to the
IT product economy, whereby businesses have decreased their capital
purchasing of IT equipment, has affected Source by reducing its sales
volume and also lowering its profit margins on hardware sales.  It is
unknown how long the IT recession will continue or what its continued
effect on the Source business will be.  If the Source segment sales
continue to decline and the net losses continue to increase, TelVue may
have to discontinue the Source segment operations.

ITEM 7.    FINANCIAL STATEMENTS

      The Financial Statements are set forth in this report beginning at
page F-1.

ITEM 8.    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
           ACCOUNTING AND FINANCIAL DISCLOSURE

      There have been no disagreements of any nature at any time with
TelVue's auditors with regard to any aspect of TelVue's financial
statements, its financial disclosure or its accounting practices.

ITEM 8A.  DISCLOSURE CONTROLS AND PROCEDURES

(a) Evaluation of Disclosure Controls and Procedures. TelVue's Chief
Executive Officer and its Treasurer (Controller), after evaluating the
effectiveness of TelVue's disclosure controls and procedures (as defined in
the Securities Exchange Act of 1934 Rules 13a-14(c) and 15d-14(c) as of a
date within 90 days of the filing date of this annual report on Form 10-KSB
(the "Evaluation Date")), have concluded that as of the Evaluation Date,
TelVue's disclosure controls and procedures were adequate and effective to
ensure that material information relating to TelVue would be made known to
them by others within the company, particularly during the period in which
this annual report on Form 10-KSB was being prepared.

(b) Changes in Internal Controls. There were no significant changes
in TelVue's internal controls or in other factors that could significantly
affect TelVue's disclosure controls and procedures subsequent to the
Evaluation Date, nor any significant deficiencies or material weaknesses in
such disclosure controls and procedures requiring corrective actions. As a
result, no corrective actions were taken.

                            PART III

ITEM 9.     DIRECTORS AND EXECUTIVE OFFICERS OF ISSUER

     The information called for by this Item is incorporated herein by
reference to TelVue's Proxy Statement for its 2004 Annual Meeting of
Shareholders that will be filed not later than April 29, 2004.

ITEM 10.    EXECUTIVE COMPENSATION

     The information called for by this Item is incorporated herein by
reference to TelVue's Proxy Statement for its 2004 Annual Meeting of
Shareholders that will be filed not later than April 29, 2004.


ITEM 11.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     The information called for by this Item is incorporated herein by
reference to TelVue's Proxy Statement for its 2004 Annual Meeting of
Shareholders that will be filed not later than April 29, 2004.

ITEM 12.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

      At December 31, 2003, TelVue was indebted to Mr. Lenfest in the
principal amount of $541,000.  During 2003, TelVue made payments to Mr.
Lenfest of $1,250,097. (See Management's Discussion and Analysis or Plan of
Operation and Note 5 of the 2003 Financial Statements of TelVue).

           Other related transactions are described in Notes 2, 5, and 12 of
the 2003 Financial Statements of TelVue.


ITEM 13.    EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES & REPORTS ON
              FORM 8-K

FINANCIAL STATEMENTS

      Report of Independent Certified Public Accountants dated February 11,
      2004.

      Balance Sheets as of December 31, 2003 and 2002.

      Statements of Operations for the years ended December 31, 2003 and
      2002.

      Statements of Stockholders' Deficit for the years ended December 31,
      2003 and 2002.

      Statements of Cash Flows for the years ended December 31, 2003 and
      2002.

      Notes to Financial Statements.

REPORT ON FORM 8-K.

      None.

<PAGE>

EXHIBITS

3.1    Certificate of Incorporation of TelVue (incorporated by
       reference to TelVue's Registration Statement on Form S-8, dated
       March 30, 1989 (the "Registration Statement")).

3.2    Bylaws of TelVue (incorporated by reference to TelVue's
       Registration Statement).

3.3    Certificate of Amendment of Certificate of Incorporation of the
       Company, dated April 11, 1990 (incorporated by reference to the

       Company's Annual Report on Form 10-K for the year ended December 31,

       1991, (the "1991 Form 10-K")).

3.4    Certificate of Amendment of Certificate of Incorporation of the
       Company, dated March 15, 1991 (incorporated by reference to the 1991
       Form 10-K).

3.5    Form of copy of Amendment of Certificate of Incorporation of the
       Company, filed September 25, 1995 (incorporated by reference to the
       Company's Form 10-QSB for the period ended September 30, 1995, (the
       September 30, 1995 Form 10-QSB)).

4.1    The TelVue Corporation 1999 Stock Option Plan (incorporated by
       reference to Exhibit 99 of TelVue's Registration Statement on
       Form S-8, dated September 23, 1999), (the "1999 Stock Option
       Plan")).

4.2    Form of ISO Option Agreement issued pursuant to the 1999 Stock
       Option Plan (incorporated by reference to TelVue's Annual
       Report on Form 10-KSB for the year ended December 31, 1999, (the
       "1999 Form 10-KSB"))

4.3    Form of NQSO Option Agreement issued pursuant to the 1999 Stock
       Option Plan (incorporated by reference to the 1999 Form 10-KSB).

4.4    Warrant Agreement, dated March 15, 1991, between TelVue and
       H.F. Lenfest (incorporated by reference to TelVue's Annual
       Report on Form 10-K for the year ended December 31, 1990, (the
       "1990 Form 10-K")).

4.5    Certificate of Designation of Class A Preferred Stock (incorporated
       by reference to the September 30, 1990 Form 10-Q).

10.1   Distributorship Agreement, dated November 2, 1989, between the
       Company and Science (incorporated by reference to the 1989 Form
       10-K).

10.2   Stock Purchase Agreement, dated November 2, 1989, between the
       Company and H.F. Lenfest (incorporated by reference to the
       Company's Report on Form 8-K, dated November 15, 1989, (the "1989
       Form 8-K")).

10.3   Shareholders' Agreement, dated November 2, 1989, among TelVue
       and certain of its stockholders (incorporated by reference to the
       Company's 1989 Form 8-K).

10.4   Option Agreement, dated November 2, 1989, among TelVue and
       certain of its stockholders (incorporated by reference to the 1989
       Form 8-K).

10.5   Form of Credit Agreement between TelVue and H.F. Lenfest
       (incorporated by reference to the 1990 Form 10-K).

10.6   Form of Line of Credit Agreement between TelVue and H.F.
       Lenfest (incorporated by reference to the 1990 Form 10-K).

10.7   Subordinated Promissory Note, dated November 15, 1994 the principal
       amount of $541,000 payable to Science Dynamics Corporation
       (incorporated by reference to the 1994 Form 10-KSB).

10.8   Letter Agreement dated November 8, 1990 between Science Dynamics
       Corporation and H.F. Lenfest (incorporated by reference to the
       Company's Report on Form 8-K for November 16, 1990).

10.9   Loan Agreement dated December 24, 1991, between TelVue and H.F.
       Lenfest (incorporated by reference to the 1991 Form 10-K).

10.10  Lease Agreement for office space and the First Amendment to Lease
       dated March 30, 1994 ("Office Lease Agreement"), between TelVue
       and Bloom Associates (incorporated by reference to the 1994 Form 10-
       KSB).

10.11  Letter dated March 26, 2003, from H.F. Lenfest, waiving
       the repayment of loans and accrued interest until January 1,
       2005(incorporated by reference to the December 31, 2002 Form 10-KSB
       (the "2002 Form 10-KSB")).

10.12  Second Amendment to Office Lease Agreement Dated May 5, 1999,
       between TelVue and Bloom Associates(incorporated by reference
       to the 1999 Form 10-KSB).

10.13  Asset Purchase Agreement by and among TelVue Corporation, J.D.
       Kraengel and Associates, Inc. f/k/a Dacon Corporation d/b/a Source
       Communications Group and Jeffrey Kraengel, dated February 14, 2001
       (incorporated by reference to the March 26, 2001 Form 8-K).

11.    Statement re:  Computation of Per Share Earnings (see TelVue's
       December 31, 2003 Financial Statements included herein).

23.    Consent of Pressman Ciocca Smith LLP, Certified Public Accountants
       (included herein).

31.1   Certification of Chief Executive Officer pursuant to 18 U.S.C.
       Section 1350 as adopted pursuant to Section 302 of the Sarbanes-
       Oxley Act of 2002(included herein).

31.2   Certification of Controller pursuant to 18 U.S.C. Section 1350 as
       adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
       (included herein).

32.1   Certification of Chief Executive Officer pursuant to 18 U.S.C.
       Section 1350 as adopted pursuant to Section 906 of the Sarbanes-
       Oxley Act of 2002 (included herein).

32.2   Certification of Controller pursuant to 18 U.S.C. Section 1350 as
       adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
       (included herein).

(b)    Reports on Form 8-K

          None

ITEM 14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES

     The information called for by this Item is incorporated herein by
reference to TelVue's Proxy Statement for its 2004 Annual Meeting of
Shareholders that will be filed not later than April 29, 2004.


TELVUE CORPORATION
FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2003 AND 2002

TABLE OF CONTENTS

                                                             Page No.

REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

FINANCIAL STATEMENTS

     Balance Sheets

     Statements of Operations

     Statements of Stockholders' Deficit

     Statements of Cash Flows

     Notes to Financial Statements

REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

To The Board of Directors and Stockholders
TelVue Corporation

We have audited the accompanying balance sheets of TelVue Corporation (a
Delaware corporation) as of December 31, 2003 and 2002, and the related
statements of operations, stockholders' deficit and cash flows for the
years then ended.  These financial statements are the responsibility of
the Company's management.  Our responsibility is to express an opinion on
these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally
accepted in the United States of America.  Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement.  An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements.  An audit also includes assessing
the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.  We believe that our audits provide a reasonable basis for
our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the financial position of TelVue Corporation as
of December 31, 2003 and 2002, and the results of its operations and its
cash flows for the years then ended in conformity with accounting
principles generally accepted in the United States of America.


/s/ Pressman Ciocca Smith LLP
Huntingdon Valley, Pennsylvania
February 11, 2004


TelVue Corporation
Balance Sheets
December 31, 2003 and 2002

ASSETS                                                  2003         2002
                                                        ----         ----
  CURRENT ASSETS
    Cash and cash equivalents                       $   842,601 $  652,059
    Accounts receivable - trade, net of allowance
      for doubtful accounts of $91,009 in 2003
      and $86,302 in 2002                               816,394  1,220,997
    Inventory                                           184,973     85,905
    Deferred tax asset                                  350,000    350,000
    Other current assets                                 55,084     70,554
                                                      ---------  ---------
TOTAL CURRENT ASSETS                                  2,249,052  2,379,515

  PROPERTY AND EQUIPMENT                              5,546,387  5,387,628
    Less accumulated depreciation                     5,289,780  5,080,545
                                                      ---------  ---------
                                                        256,607    307,083
  OTHER ASSETS
    Deferred tax asset                                  167,581    467,576
    Goodwill                                            350,000    800,000
    Covenant not to compete, net of accumulated
     amortization of $7,093 in 2003 and $4,593 in 2002    2,917      5,417
    Other assets                                          8,800      8,800
                                                      ---------  ---------
                                                        529,298  1,281,793
                                                      ---------  ---------
                                                     $3,034,957 $3,968,391
                                                      =========  =========

  LIABILITIES AND STOCKHOLDERS' DEFICIT

  CURRENT LIABILITIES
    Notes payable - current                          $   39,953 $  155,990
    Accrued interest payable - current                        -    540,000
    Accounts payable                                    293,383    288,396
    Accrued expenses                                    163,885    230,070
    Deferred service revenue                             14,362      5,968
    Accrued dividends payable                         2,533,464  2,111,220
                                                      ---------  ---------
TOTAL CURRENT LIABILITIES                             3,045,047  3,331,644

  NOTE PAYABLE - MAJORITY STOCKHOLDER                   541,000    541,000

  ACCRUED INTEREST - MAJORITY STOCKHOLDER, net
   of current portion                                         -    666,228

  NOTES PAYABLE, net of current portion                       -     40,335

  REDEEMABLE CONVERTIBLE PREFERRED STOCK
   $1 par value, 6,900,000 shares authorized,
   3,518,694 shares, issued and outstanding,
   (liquidation value $6,052,158)                     3,518,694  3,518,694

  STOCKHOLDERS' DEFICIT
    Common stock, $.01 par value, 100,000,000 shares
    authorized, 24,847,274 and 24,871,274 shares issued
    and outstanding at December 31, 2003 and 2002,
    respectively                                        248,473    248,173
    Additional paid-in capital                        1,588,553  1,587,353
    Accumulated deficit                              (5,906,810)(5,965,036)
                                                      ---------  ---------
                                                     (4,069,784)(4,129,510)
                                                      ---------  ---------
                                                    $ 3,034,957 $3,968,391
                                                     ==========  =========
See accompanying notes.

TelVue Corporation
Statements of Operations
Years Ended December 31, 2003 and 2002

                                                      2003          2002
                                                      ----          ----
REVENUES
  ANI services                                     $ 4,729,489 $ 4,836,829
  Hardware sales and service                         1,468,425   2,313,566
                                                     ---------  ----------
                                                     6,197,914   7,150,395
COST OF REVENUES
  ANI services                                       1,631,711   1,848,644
  Hardware sales and service                         1,291,508   1,962,268
                                                     ---------   ---------
                                                     2,923,219   3,810,912
                                                     ---------   ---------
GROSS PROFIT                                         3,274,695   3,339,483

OPERATING EXPENSES
  Selling and marketing                                837,641   1,079,412
  General and administrative                           950,351     979,741
  Goodwill impairment charge                           450,000     370,819
  Depreciation and amortization                        211,735     259,318
                                                     ---------   ---------
                                                     2,449,727   2,689,290
                                                     ---------   ---------
OPERATING INCOME                                       824,968     650,193

OTHER INCOME (EXPENSE)
  Interest expense - related party                     (43,869)    (87,336)
  Interest expense - other                              (6,409)    (14,041)
  Interest income                                        6,510       6,733
                                                      --------   ---------
                                                       (43,768)    (94,644)
                                                      --------   ---------
INCOME BEFORE INCOME TAXES                             781,200     555,549

INCOME TAX EXPENSE                                     300,730     203,930
                                                      --------   ---------
NET INCOME                                             480,470     351,619

DIVIDENDS ON REDEEMABLE CONVERTIBLE
   PREFERRED STOCK                                    (422,244)   (422,244)
                                                     ---------  ----------
NET INCOME (LOSS) AVAILABLE TO COMMON STOCKHOLDERS  $   58,226  $  (70,625)
                                                     =========  ==========
EARNINGS PER COMMON SHARE:
  BASIC                                             $       -   $        -
                                                     =========  ==========
  DILUTED                                           $       -   $        -
                                                    ==========  ==========
WEIGHTED AVERAGE NUMBER
OF COMMON SHARES OUTSTANDING                        24,822,315  24,780,977
                                                    ==========  ==========
See accompanying notes.

TelVue Corporation
Statements of Stockholders' Deficit
Years Ended December 31, 2003 and 2002


                                       Additional               Total
                              Common    Paid-In   Accumulated Stockholders'
                              Stock     Capital     Deficit      Deficit
                             ----------------------------------------------

BALANCE, JANUARY 1, 2002    $247,716 $ 1,585,310  $(5,894,411) $(4,061,385)

Accrued dividends on
  redeemable convertible
  preferred stock                  -           -     (422,244)    (422,244)
Issuance of 45,691 shares of
 common stock                    457       2,043            -        2,500
Net income                         -           -      351,619      351,619
                             -------   ---------   ----------    ---------
BALANCE, DECEMBER 31, 2002  $248,173 $ 1,587,353  $(5,965,036) $(4,129,510)


Accrued dividends on redeemable
 convertible preferred stock       -           -     (422,244)    (422,244)
Issuance of 30,000 shares of
 common stock                    300       1,200            -        1,500
Net income                         -           -      480,470      480,470
                             --------   --------    ---------    ---------
BALANCE, DECEMBER 31, 2003  $248,473  $ 1,588,553 $(5,906,810) $(4,069,784)
                            ========== ==========  ===========  ===========
See accompanying notes.

TelVue Corporation
Statements of Cash Flows
Years Ended December 31, 2003 and 2002

                                                         2003        2002
                                                         ----        ----
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income                                        $   480,470  $ 351,619
  Adjustments to reconcile net income to
    net cash provided by operating activities
      Depreciation and amortization                     211,735    259,318
      Deferred tax expense                              299,995    172,330
      Goodwill impairment charge                        450,000    370,819
    Changes in operating assets and liabilities:
      Accounts receivable - trade                       404,603   (205,580)
      Inventory                                         (99,068)   (59,018)
      Other current assets                               15,470    (15,980)
      Other assets                                            -        500
      Accounts payable                                    4,987     82,460
      Accrued expenses                                  (66,185)    (3,246)
      Deferred service revenue                            8,394      2,969
      Income taxes payable                                    -    (53,000)
      Accrued interest - majority stockholder        (1,206,228)  (587,664)
                                                       --------   --------
NET CASH PROVIDED BY OPERATING ACTIVITIES               504,173    315,527

CASH FLOWS FROM INVESTING ACTIVITIES
  Purchases of property and equipment                  (158,759)   (96,816)

CASH FLOWS FROM FINANCING ACTIVITIES
  Debt reduction - notes payable - other               (156,372)  (113,607)
  Issuance of common stock                                1,500      2,500
                                                       --------   --------
NET CASH (USED IN) FINANCING ACTIVITIES                (154,872)  (111,107)
                                                       --------  ---------

NET INCREASE IN CASH AND CASH EQUIVALENTS               190,542    107,604

CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR          652,059    544,455
                                                       --------  ---------

CASH AND CASH EQUIVALENTS AT END OF YEAR            $   842,601    652,059
                                                       ========= =========
See accompanying notes.

TelVue Corporation

Notes to Financial Statements
December 31, 2003 and 2002

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

This summary of significant accounting policies of TelVue Corporation
("the Company") is presented to assist in understanding its financial
statements.  These accounting policies conform to accounting principles
generally accepted in the United States of America and have been
consistently applied in the preparation of the financial statements.

Business Activity and Concentration of Credit Risk

The Company operates two business segments.  One segment is a marketing
and service division, which sells automatic number identification
telecommunications services ("ANI services") to the cable television
industry throughout the United States for the automated ordering of pay-
per-view features and events.  The Company grants credit to cable
television operators throughout the nation.  Consequently, the Company's
ability to collect the amounts due from customers is affected by economic
fluctuations in the cable television industry.  The other business segment
functions as a communications solution provider and network integrator
("Hardware sales and service"), serving clients mainly in the Mid-Atlantic
states.  Consequently, the Company's ability to collect amounts due from
customers in this segment is affected by economic conditions in this area.

The Company maintains cash balances at a financial institution located in
the Philadelphia area.  Accounts at this institution are insured by the
Bank Insurance Fund up to $100,000.  The Company maintains cash balances
in excess of the insured amount.

During 2003 and 2002, three customers accounted for 59% and 43% of sales,
respectively and accounted for 66% and 53% of receivables at December 31,
2003 and 2002, respectively.

Currently, the Company's primary source of financing is the majority
stockholder.  In the past, the Company has not sought to obtain
significant funding from third parties on terms that are acceptable to the
Company.

Use of Estimates

The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and reported amounts
of revenues and expenses during the reporting period.  Actual results
could differ from those estimates.

Cash and Cash Equivalents

For purposes of the statements of cash flows, the Company considers all
short-term debt securities purchased with an original maturity of three
(3) months or less to be cash equivalents.

Accounts Receivable - Trade

Trade accounts receivable are stated at the amount management expects to
collect from outstanding balances.  Management provides for probable
uncollectible amounts through a charge to earnings and a credit to a
valuation allowance based on its assessment of the current status of
individual accounts.  Balances that are still outstanding after management
has used reasonable collection efforts are written off through a charge to
the valuation allowance and a credit to trade accounts receivable.

Inventory

Inventory is stated at the lower of cost or market.  Cost is determined by
the first-in, first-out method, and market represents the lower of
replacement cost or estimated net realizable value.

Property and Equipment

Property and equipment are stated at cost.  Depreciation and amortization
are provided over the estimated useful lives using the straight-line
method.  Property and equipment consists primarily of operating equipment.
For income tax purposes, recovery of capital costs for property and
equipment is made using accelerated methods over statutory recovery
periods.

Expenditures for renewals and betterments that extend the useful lives of
property and equipment are capitalized.  Expenditures for maintenance and
repairs are charged to expense as incurred.

Goodwill and Other Intangible Assets

Goodwill and other intangible assets have been valued on the basis of the
allocation of the purchase price on a fair market value basis to net
assets acquired based on mutual agreement between the Company and the
seller through arms-length negotiations.  The Company adopted SFAS No.
142, "Goodwill and Other Intangible Assets" effective January 1, 2002.
Since adoption, goodwill is no longer amortized, but instead is assessed
for impairment at least annually.  The other intangible asset is a
covenant not to compete, which is being amortized on the straight-line
method over 4 years.

Valuation of Long-Lived Assets

In accordance with Statement of Financial Accounting Standards No. 144,
"Accounting for the Impairment or Disposal of Long-Lived Assets", the
Company periodically evaluates whether events or circumstances have
occurred that indicate that the remaining useful lives of its long-lived
assets, including property and equipment and definite-lived intangible
assets, should be revised or that the remaining balance of such assets may
not be recoverable using objective methodologies.  Such methodologies
include evaluations based on cash flows generated by the underlying assets
or other determinants of fair value.  As of December 31, 2003, management
believes that no revisions to the remaining lives or write-downs of
carrying values are required.

In accordance with SFAS 142, the Company evaluates, at least annually, the
recoverability of goodwill using objective methodologies.  Such
methodologies include evaluations based on cash flows generated by the
underlying assets or other determinants of fair value.  If the carrying
value is greater than the fair value, an impairment charge is recognized
in the statement of operations to reduce the carrying value to the fair
value.

Revenue Recognition

The Company recognizes ANI service revenues in the month service is
provided, net of an estimate for programs not billable by the cable
television operator.  Revenues from hardware sales are recognized when a
firm sales agreement is in place, delivery has occurred and collectibility
of the fixed or determinable sales price is reasonably assured.  Sale of
hardware related service are recorded when performed in accordance with
contracts.

Income Taxes

The Company uses the asset and liability method of accounting for income
taxes in accordance with SFAS No. 109, "Accounting for Income Taxes".
SFAS 109 requires recognition of deferred tax assets and liabilities for
the expected future tax consequences of events that have been recognized
in the financial statements or tax returns.  Under this method, deferred
tax liabilities and assets are determined based on the differences between
the financial statement carrying amounts and tax bases of assets and
liabilities using enacted tax rates in effect in the years in which the
differences are expected to reverse.  Differences between financial
reporting and tax bases arise most frequently from differences in timing
of income and expense recognition.  Deferred income tax expense is
measured by the change in the net deferred income tax asset or liability
during the year.

Stock - Based Compensation

The Company accounts for stock-based compensation in accordance with APB
Opinion No. 25, "Accounting for Stock Issued to Employees," and related
interpretations, as permitted by SFAS No. 123, "Accounting for Stock-Based
Compensation."  Compensation expense for stock options is measured as the
excess, if any, of the quoted market price of the Company's stock at the
date of the grant over the amount an employee must pay to acquire the
stock.  Compensation expense for restricted stock awards is recorded
annually based on the quoted market price of the Company's stock at the
date of the grant and the vesting period.

Advertising

The Company follows the policy of charging the costs of advertising to
expense as incurred.  Advertising expense is included in selling and
marketing expense in the accompanying statements of operations.

NOTE 2 - SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

                                        2003               2002
                                        ----               ----
Cash paid during the year:
  Income taxes                      $   15,178          $  102,900
                                    ==========          ==========

  Interest - related party          $1,250,097          $  675,000
  Interest - other                       6,409              14,041
                                    ----------          ----------
                                    $1,256,506          $  689,041
                                    ==========          ==========

Noncash Investing and Financing Transactions

The Company accrued dividends on its redeemable convertible preferred
stock of $422,244 in 2003 and 2002.

NOTE 3 - PROPERTY AND EQUIPMENT

A schedule of property and equipment at December 31, 2003 and 2002, is as
follows:

                                                          Estimated
                                                            Useful
                                                            Lives
                                     2003        2002      in Years
                                --------------------------------------

  Operating equipment              $5,154,402  $5,001,628    3-5
  Office furniture and equipment      324,494     318,509    3-5
  Leasehold improvements               46,089      46,089     5
  Vehicle                              21,402      21,402     5
                                   ----------  ----------
                                   $5,546,387  $5,387,628
                                   ==========  ==========

NOTE 4 - GOODWILL

Effective January 1, 2002, the Company adopted SFAS No. 142, "Goodwill and
Other Intangible Assets", under which goodwill is no longer amortized but
instead is assessed for impairment at least annually.  During 2003 and
2002, the Company performed its annual fair value assessment and
determined that impairment charges of $450,000 and $370,819, respectively,
were necessary to reduce the carrying value of goodwill to its implied
fair value.

NOTE 5 - NOTE PAYABLE - MAJORITY STOCKHOLDER

In January 1995, the Company's majority stockholder acquired from Science
Dynamics Corporation ("SDC") a subordinated note in the amount of $541,000.
The note is noninterest bearing and repayment is restricted to cash not
needed for operations as determined by the Company.  The majority
stockholder has agreed not to demand repayment of the loan prior to January
1, 2005.

As of December 31, 2003, all accrued interest has been paid in full.
Unpaid accrued interest on lines of credit that had been paid in full
accrued interest at the rate of the underlying line of credit.  The
interest rate at December 31, 2002 was 5.25%.

NOTE 6 - NOTES PAYABLE

Notes payable consisted of the following at December 31, 2003 and 2002:

                                        2003               2002
                                        ----               ----

  Notes payable - individual (a)    $   39,178          $  191,035
  Notes payable (b)                        775               5,290
                                    ----------          ----------
                                        39,953             196,325
  Current portion                       39,953             155,990
                                    ----------          ----------
  Long-term portion                 $        -          $   40,335
                                    ==========          ==========

(a)  In connection with the acquisition of the Hardware sales and
service assets in 2001, the Company issued a promissory note in the
amount of $300,000 to the seller.  During the first twelve (12) months
that commenced on April 1, 2001, interest only, at eight percent (8%),
was payable in monthly installments.  Beginning April 1, 2002, the note
is payable in monthly installments of $13,169, including interest at
5.06%.  The note is scheduled to mature on February 1, 2004.

(b)  Term loan payable in monthly installments of $390, including
interest at 5.05%.  The loan is scheduled to mature on March 16, 2004.
The loan is secured by a vehicle.

NOTE 7 - LEASE COMMITMENTS

The Company leases office facilities and trunk lines and data circuits.
Future minimum lease payments under non-cancelable operating leases with
initial terms of one year or more are $51,071 for 2004.

Rental expense under the operating lease for office facilities amounted to
$124,082 for each of the years ended December 31, 2003 and 2002.

It is expected that, in the normal course of business, expiring leases
will be renewed or replaced by leases on other properties; thus, it is
anticipated that future minimum operating lease commitments will not be
less than the amount incurred in 2003.

NOTE 8 - CAPITAL STOCK

Common Stock Voting Rights and Concentration of Control

Shares of common stock, which have had the same beneficial owner for a
continuous period in excess of 2 years prior to the record date of any
meeting of stockholders, will be entitled to 10 votes per share in any
matters submitted for vote at a meeting of stockholders.  All other
stockholders have one vote per share unless this limitation is waived by
the Board of Directors.

In November 1989, the Company issued 12,896,968 shares of common stock for
$1,250,000 to an individual who effectively acquired control of the
Company.  In January 1995, this individual acquired an additional
1,660,485 shares of common stock of the Company from SDC.

Redeemable Convertible Preferred Stock

In April 1990, the Company issued 1,250,000 shares of Class A Redeemable
Convertible Preferred Stock ("Preferred Stock") for $1,250,000.  The
Preferred Stock has a par value of $1 per share and pays a cumulative $.06
semiannual dividend.  The dividend is payable in cash or additional shares
of Preferred Stock at $1 per share, at the option of the Company.  Each
share of Preferred Stock is convertible into 6.667 shares of common stock
at any time, at the option of the holder.  The Preferred Stock has a
preference of $1 per share plus unpaid dividends in the event of
liquidation.  The Company may redeem the Preferred Stock at any time for
$2 per share.  The stockholder of the Preferred Stock is the majority
stockholder.  The majority stockholder can designate all of the Company's
directors and, therefore, could influence the Company's willingness to
cause a redemption of the Preferred Stock.  As a result, the Preferred
Stock has been classified outside of the stockholders' deficit section of
the accompanying balance sheets.

Common Stock Warrants

In connection with a prior line of credit, the Company agreed to issue
warrants to the majority stockholder to purchase 29,915,160 shares of the
Company's common stock for $.01 per share, the fair market value of the
common stock on the grant date.  The warrants provide for adjustments of
the exercise price and the number of shares issuable thereunder in the
event that the Company issues additional shares of common stock and other
events as defined in the warrant agreement.  The warrant holder is
entitled, at the Company's expense, to certain registration rights under
the Securities Act of 1933 in connection with any shares of the Company's
common stock issued pursuant to the exercise of the warrants.

Earnings Per Common Share

Basic earnings per common share is computed by dividing net income, after
deduction of preferred stock dividends, by the weighted average number of
shares outstanding.  Diluted earnings per common share is computed by
dividing net income, after deduction of preferred stock dividends, when
applicable, by the weighted average number of shares outstanding adjusted
to include incremental common shares that would have been outstanding if
potentially dilutive common shares had been issued.  The following table
reconciles amounts reported in the financial statements.

                                       Year Ended December 31, 2003
                                   --------------------------------------
                                     Income         Shares      Per Share
                                   (Numerator)  (Denominator)    Amount
                                   -----------  -------------   ---------
Net income                          $ 480,470
Preferred dividends                  (422,244)
                                    ---------
Net income available to
  common stockholders, basic and
   diluted earnings per share       $ 58,226      24,822,315    $      -
                                    =========     ==========    ========

                                        Year Ended December 31, 2002
                                    -------------------------------------
                                      Income        Shares      Per Share
                                   (Numerator)  (Denominator)    Amount
                                   -----------  -------------   ---------

Net income                          $ 351,619
Preferred dividends                  (422,244)
Net income (loss) available to
  Common stockholders, basic
  earnings per share                $ (70,625)    24,780,977    $      -
                                    =========     ==========    ========

The 2003 diluted earnings per share computation does not include shares
issued pursuant to warrants and convertible preferred stock because the
effect would be antidilutive.  The 2002 diluted earnings per share
computation does not include shares issuable pursuant to warrants, vested
unexercised stock options and convertible preferred stock because the
effect would be antidilutive.

NOTE 9 - STOCK COMPENSATION PLANS

Director Compensation Plan

In December 1997, the Company adopted a director compensation plan.  Under
this plan, each non-employee director, other than the majority stockholder
is compensated $500 for each meeting attended by receiving shares of
common stock issued at the higher of the per share fair market value of
the common stock as of the board of directors meeting date or $.05 per
share.

Stock Option Plan

In May 1999, the Company established the TelVue Corporation 1999 Stock
Option Plan (the "Plan").  Under the Plan, the Company may grant options
to acquire up to 10 million shares of common stock.  Options granted under
the Plan are intended to be incentive stock options ("ISO").  The exercise
price of each ISO will not be less than the market price of the Company's
stock on the date of the grant.  The exercise price for an option, which
is not an ISO, will not be less than 50% of the market price of the
Company's stock on the date of the grant.  The options expire ten years
after the date of the grant or at the expiration of the plan, which is
June 28, 2009.  Options vest ratably over three years, beginning one year
after the date of grant.  Employees hired prior to January 1, 1995, are
entitled to immediate vesting of 25% of their options.  A summary of
option activity follows:
                                              Options Outstanding
                                              -------------------
                                                            Weighted
                                                             Average
                                                            Exercise
                                          Options             Price
                                          -------           --------
Balance, December 31, 2001 & 2002        1,200,417           $.072

Forfeited                                 (257,500)
                                         ---------
Balance, December 31, 2003                 942,917           $.078
                                         =========

There was no significant difference between the amount of compensation
recognized and the amount that would have been recognized had compensation
expense been determined under the provisions of SFAS No. 123.

The following table summarizes the status of stock options outstanding and
exercisable at December 31, 2003:

                                       Weighted
                                       Average
                                      Remaining
           Exercise      Options     Contractual         Options
            Price      Outstanding   Life (Years)       Exercisable
           --------    -----------   ------------       -----------
           $.045          20,000        5.5               20,000
           $.07          892,917        5.5              892,917
           $.35           30,000        5.5               30,000
                       ---------                       ---------
Total                    942,917                         942,917
                       =========                       =========
Weighted Average
Exercise Price             $.078                           $.078
                           =====                           =====

NOTE 10 - CORPORATE INCOME TAXES

The provisions for income tax expense consist of the following components:

Current                             2003                    2002
                                    ----                    ----
  Federal                         $      -                 $      -
  State                                735                   31,600
                                  --------                 --------
                                       735                   31,600
Deferred
  Federal                          227,365                  156,419
  State                             72,630                   15,911
                                   -------                 --------
                                   299,995                  172,330
                                  --------                 --------
                                  $300,730                 $203,930
                                  ========                 ========

The categories of temporary differences that give rise to deferred tax
assets and liabilities are as follows:

                                   Federal                  State
                               ----------------       -----------------
                               2003        2002       2003         2002

Deferred Tax Assets:
  Accrued interest -
    Stockholder              $      -    $371,669   $      -    $113,084
  Intangible assets           203,201      89,402     61,826      27,201
  Allowance for bad debts      28,042      26,592      8,532       8,091
  Net operating loss
    carryforward              221,654     197,874      3,783           -
                             --------    --------   --------    --------
Gross Deferred Tax Asset      452,897     685,537     74,141     148,376

Deferred Tax Liabilities:
  Property and equipment,
    principally due to
    differences in
    depreciation               (7,251)    (12,526)    (2,206)     (3,811)
                             --------    --------    -------     -------
Net Deferred Tax Asset       $445,646    $673,011   $ 71,935    $144,565
                             ========    ========   ========    ========

The Company has a net operating loss carryforward for Federal income tax
purposes of approximately $650,000 on a tax-reporting basis.  The
carryforward will expire in 2010, if not utilized.

The reconciliation of reported income tax expense to the amount of income
tax expense that would result from applying the U.S. Federal income tax
rate of 34% to pretax income is as follows:

                                    2003                    2002
                                    ----                    ----
  Federal income tax at
   Statutory rates               $ 265,608                $ 188,887
  State income tax, net of
   Federal benefit                  48,421                   31,357
  Other                            (13,299)                 (16,314)
                                 ---------                ---------
                                 $ 300,730                $ 203,930
                                  ========                =========

NOTE 11 - PENSION PLAN

The Company maintains a Simplified Employee Pension ("SEP") plan under
section 408(k) of the Internal Revenue Code for all eligible employees.
Employees are eligible to participate if they are at least 21 years old
and have been employed by the Company for at least 90 days.  Under the
plan, employees may elect to defer up to 12.5% of their salary, subject to
Internal Revenue Service limits.  The Company matched fifty percent (50%)
of 2003 and 2002 contributions by participating eligible employees up to
five percent (5%) of their salary, for a maximum matching contribution of
2.5% of salary.  The Company's contributions for 2003 and 2002 amounted to
$35,897 and $32,316, respectively.

NOTE 12 - RELATED PARTY TRANSACTIONS

The Company has an unsecured note payable to the majority stockholder.
(See Note 5).

NOTE 13 - SEGMENT INFORMATION

Based on the criteria set forth in SFAS No. 131 "Disclosures about
Segments of an Enterprise and Related Information", the Company operates
two business segments.  One segment is a marketing and service division,
which sells automatic number identification ("ANI") telecommunications
services to the cable television industry.  The other business segment
functions as a communications solution provider and networker integrator.
The segments' accounting policies are the same as those described in the
summary of significant accounting policies.

Summarized financial information by reporting segment as of and for each
of the years ended December 31, 2003 and 2002, is as follows:


                                    ANI          Hardware
Year Ended December 31, 2003     Services      Sales/Service      Total
                                 --------      -------------      -----
Revenues                       $ 4,729,489     $ 1,468,425     $ 6,197,914
Depreciation and amortization      159,332          52,403         211,735
Operating income (loss)          1,818,658       (993,690)         824,968
Assets                           1,217,294      1,817,663        3,034,957
Capital expenditures               150,306          8,453          158,759

Year Ended December 31, 2002

Revenues                       $ 4,836,829    $ 2,313,566      $ 7,150,395
Depreciation and amortization      219,668         39,650          259,318
Operating income (loss)          1,592,085       (941,892)         650,193
Assets                           2,072,813      1,895,578        3,968,391
Capital expenditures                31,925         64,891           96,816

NOTE 14 - FAIR VALUE OF FINANCIAL INSTRUMENTS

The following methods and assumptions were used to estimate the fair value
of each class of financial instruments for which it is practicable to
estimate that value:

Cash and Cash Equivalents, Receivables, Accounts Payable, Accrued Expenses
and Notes Payable

The carrying amount approximates fair market value because of the short
maturity of those instruments

NOTE 15 - COMMITMENTS AND CONTINGENCIES

The Company has received notice from a cable operating company customer
asserting its right to be indemnified against claims of patent
infringement made against the cable operator by a third party.  The third
party has alleged to the cable operator that portions of the cable
operator's pay-per-view operations infringe one or more patents held by
such party.  The Company has not received any notice of alleged
infringement from the third party.  The Company has retained independent
patent counsel to review the third party patents and the alleged
infringement.  The Company is unable at this time to determine if it has
liability under the indemnity provisions of the contracts with the cable
operator or the amount of such liability if it exists.



                              SIGNATURES

       Pursuant to the requirements of Section 13 or 15(d) 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.

                                                   TELVUE CORPORATION


DATED: 3/25/04                    By:   /s/Frank J Carcione
                                        ----------------------------------
                                        Frank J. Carcione
                                        President (Chief Executive Officer)


DATED: 3/24/04                    By:   /s/Irene A. DeZwaan
                                        ----------------------------------
                                        Irene A. DeZwaan
                                        Treasurer (Controller)


       Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.

SIGNATURES                            TITLE                   DATE

/s/H F Lenfest                                              3/24/04
--------------------------------    Chairman of the
H.F. Lenfest                        Board and Director

/s/Frank J Carcione                 Director                3/25/04
--------------------------------
Frank J. Carcione

/s/Joseph Murphy                    Director                3/25/04
--------------------------------
Joseph Murphy

/s/Joy Tartar                       Director                3/24/04
--------------------------------
Joy Tartar

/s/Neil Heller                      Director                3/25/04
--------------------------------
Neil Heller


<PAGE>

                                  EXHIBIT INDEX

23.   Consent of Pressman Ciocca Smith LLP, Certified Public
      Accountants

31.1  Certification of Chief Executive Officer pursuant to 18 U.S.C.
      Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley
      Act of 2002(included herein).

31.2  Certification of Controller pursuant to 18 U.S.C. Section 1350 as
      adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
      (included herein).

32.1  Certification of Chief Executive Officer pursuant to 18 U.S.C.
      Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley
      Act of 2002(included herein).

32.2  Certification of Controller pursuant to 18 U.S.C. Section 1350 as
      adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
      (included herein).

EXHIBIT 23

CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS

The Board of Directors
TelVue Corporation:

We consent to incorporation by reference in the registration statement on
Forms S-8 (No. 333-87631) of TelVue Corporation of our report dated
February 11, 2004, relating to the balance sheets of TelVue Corporation as
of December 31, 2003 and 2002 and the related statements of operations,
stockholders' deficit and cash flows for the years then ended, which report
appears in the December 31, 2003 annual report on Form 10-KSB of TelVue
Corporation.



/s/ Pressman Ciocca Smith LLP
Huntingdon Valley, Pennsylvania
March 25, 2004

EXHIBIT 31.1
CERTIFICATION

      I, Frank J. Carcione, certify that:

	1.	I have reviewed this annual report on Form 10-KSB of TelVue
Corporation;

	2.	Based on my knowledge, this 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 report;

	3.	Based on my knowledge, the financial statements, and other
financial information included in this 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
report;

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

		(a)	Designed such disclosure controls and procedures, or
caused such disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the
registrant, including its consolidated subsidiaries, is made known to us by
others within those entities, particularly during the period in which this
report is being prepared;

		(b)	Evaluated the effectiveness of the registrant's
disclosure controls and procedures and presented in this report our
conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on
such evaluation; and

		(c)	Disclosed in this report any change in the registrant's
internal control over financial reporting that occurred during the
registrant's most recent fiscal quarter (the registrant's fourth fiscal
quarter in the case of an annual report) that has materially affected, or
is reasonably likely to materially affect, the registrant's internal
control over financial reporting; and

	5.	The registrant's other certifying officer and I have disclosed,
based on our most recent evaluation of internal control over financial
reporting, to the registrant's auditors and the audit committee of the
registrant's board of directors (or persons performing the equivalent
functions):

		(a)	All significant deficiencies and material weaknesses in
the design or operation of internal control over financial reporting which
are reasonably likely to adversely affect the registrant's ability to
record, process, summarize and report financial information; and

		(b)	Any fraud, whether or not material, that involves
management or other employees who have a significant role in the
registrant's internal control over financial reporting.

Date:  3/25/04

                                    /s/Frank J. Carcione
                                    --------------------
                                    Frank J. Carcione
                                    President (Chief
                                    Executive Officer)



EXHIBIT 31.2
CERTIFICATIONS

	I, Irene A. DeZwaan, certify that:

	1.	I have reviewed this annual report on Form 10-KSB of TelVue
Corporation;

	2.	Based on my knowledge, this 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 report;

	3.	Based on my knowledge, the financial statements, and other
financial information included in this 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
report;

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

		(a)	Designed such disclosure controls and procedures, or
caused such disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the
registrant, including its consolidated subsidiaries, is made known to us by
others within those entities, particularly during the period in which this
report is being prepared;

		(b)	Evaluated the effectiveness of the registrant's
disclosure controls and procedures and presented in this report our
conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on
such evaluation; and

		(c)	Disclosed in this report any change in the registrant's
internal control over financial reporting that occurred during the
registrant's most recent fiscal quarter (the registrant's fourth fiscal
quarter in the case of an annual report) that has materially affected, or
is reasonably likely to materially affect, the registrant's internal
control over financial reporting; and

	5.	The registrant's other certifying officer and I have disclosed,
based on our most recent evaluation of internal control over financial
reporting, to the registrant's auditors and the audit committee of the
registrant's board of directors (or persons performing the equivalent
functions):

		(a)	All significant deficiencies and material weaknesses in
the design or operation of internal control over financial reporting which
are reasonably likely to adversely affect the registrant's ability to
record, process, summarize and report financial information; and

		(b)	Any fraud, whether or not material, that involves
management or other employees who have a significant role in the
registrant's internal control over financial reporting.

Date: 3/24/04

                                    /s/Irene A DeZwaan
                                    ---------------------
                                    Irene A DeZwaan
                                    Treasurer (Controller)

EXHIBIT 32.1

TELVUE CORPORATION


CERTIFICATION PURSUANT TO
18 U.S.C. sec. 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the Annual Report of TelVue Corporation (the "Company")
on Form 10-KSB for the period ending December 31, 2003 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I,
Frank Carcione, Chief Executive Officer of the Company, certify, pursuant
to 18 U.S.C. sec. 1350, as adopted pursuant to Section 906 of the Sarbanes-
Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Company.



Date:  3/25/04                      /s/Frank J. Carcione
                                    --------------------
                                    Frank J. Carcione
                                    President (Chief Executive Officer)



EXHIBIT 32.2

TELVUE CORPORATION


CERTIFICATION PURSUANT TO
18 U.S.C. sec. 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In connection with the Annual Report of TelVue Corporation (the "Company")
on Form 10-KSB for the period ending December 31, 2003 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I,
Irene DeZwaan, Controller of the Company, certify, pursuant to 18 U.S.C.
sec. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002, that:

(1) The Report fully complies with the requirements of section 13(a) or
15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all
material respects, the financial condition and result of operations of the
Company.



Date:  3/24/04                      /s/Irene A. DeZwaan
                                    -------------------
                                    Irene A. DeZwaan
                                    Treasurer (Controller)