UNITED STATES

                     SECURITIES AND EXCHANGE COMMISSION

                         Washington, D.C. 20549

                              --------------

                               FORM 10-QSB

                              --------------

(Mark One)

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

       For the quarterly period ended....... September 30, 2000

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

       For the transition period from ______ to _____


                  Commission file number 000-23105

                          --------------


                     HISPANIC TELEVISION NETWORK, INC.
       (Exact Name of Small Business Issuer as Specified in Its
                                Charter)

           Delaware                               75-2504551
(State or Other Jurisdiction of                 (IRS Employer
 Incorporation or Organization)               Identification No.)


6125 Airport Freeway, Suite 200,                    76117
     Fort Worth, Texas                            (Zip Code)
(Address of Principal Executive
           offices)


Issuer's telephone number, including area code: (817) 222-1234

(Former Name, Former Address and Former Fiscal Year, if changed
                         since last report)
                           --------------

Check whether the issuer: (1) filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or such shorter period that
the Registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
Yes [ X ] No [ ]

State the number of shares outstanding of each of the issuer's
classes of common equity as of the latest practicable date.
As of November 1, 2000, there were approximately 91,031,381
shares of our common stock issued and outstanding.

Transitional Small Business Disclosure Format:
Yes [  ]  No [ X ]


               HISPANIC TELEVISION NETWORK, INC.

                      TABLE OF CONTENTS


                                                              PAGE
                 PART I FINANCIAL INFORMATION
Item 1.   Financial Statements  . . . . . . . . . . . . . . ..   1

          Condensed Balance Sheets as of September 30, 2000      2
               (unaudited) and December 31, 1999  . . . . .

          Condensed Statements of Operations for the three       3
               and nine months ended September 30, 2000
               (unaudited) and September 30, 1999 (unaudited) .

          Statement of Stockholders' Equity as of                4
               September 30, 2000 (unaudited) . . . . . . . .

          Condensed Statements of Cash Flow for the nine months  5
               ended September 30, 2000 (unaudited) and
               September 30, 1999 (unaudited) . . . . . . . . .

          Notes to Condensed Financial Statements (unaudited) .  6

Item 2.   Management's Discussion and Analysis of Financial     10
               Condition and Results of Operations . . . . . .
                          PART II OTHER INFORMATION
Item 1.   Legal Proceedings  . . . . . . . . . . . . . . . . .  15
Item 2.   Changes in Securities  . . . . . . . . . . . . . . .  15
Item 3.   Defaults Upon Senior Securities  . . . . . . . . . .  15
Item 4.   Submission of Matters to a Vote of Security Holders.  15
Item 5.   Other Information . . . . . . . . . . . . . . . . . . 15
Item 6.   Exhibits and Reports on Form 8-K . . . . . . . . . .  15

          Signatures


                                   ii


                       PART I FINANCIAL INFORMATION

     This Quarterly Report on Form 10-QSB contains forward-
looking statements within the meaning of Section 24A of the
Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. These statements appear in a number of
places including Item 1. "Management's Discussion and
Analysis of Financial Condition and Results of Operations."
Such statements can be identified by the use of forward-
looking terminology such as "believes," "expects," "may,"
"estimates," "will," "should," "plans" or "anticipates"
or the negative thereof or other variations thereon or
comparable terminology, or by discussions of strategy.
Readers are cautioned that any such forward-looking
statements are not guarantees of future performance and
involve significant risks and uncertainties, and that actual
results could differ materially from those projected in the
forward-looking statements. This report identifies factors
that could cause such differences. No assurance can be given
that these are all of the factors that could cause actual
results to vary materially from the forward-looking
statements.

                                      1



Item 1.   FINANCIAL STATEMENTS

                        Hispanic Television Network, Inc.
                      Condensed Consolidated Balance Sheets
                                (Unaudited)

                                          September 30,  December 31,
                                              2000           1999
                                          ------------   ------------
                 Assets
Current Assets
  Cash and cash equivalents               $  3,910,405   $     52,655
  Accounts Receivable, net                      71,263         19,250
  Prepaids and other current assets          1,154,056        167,739
                                          ------------   ------------
Total current assets                         5,135,724        239,644

Property and equipment, net                  4,534,458      1,423,826
Other assets                                 9,229,146        436,052
Goodwill, net                                7,755,952      2,396,069
                                          ------------   ------------
Total assets                              $ 26,655,280   $  4,495,591
                                          ============   ============

       Liabilities and Stockholders' Equity

Current Liabilities:
  Accounts Payable                        $    363,086   $  1,142,697
  Accrued Liabilities                          275,390         66,489
  Notes Payable                                677,179      1,356,299
  Accrued Interest                             414,673        336,353
  Deferred Revenue                             300,000             --
  Programming Contracts Payable              1,861,750             --
  Current portion of capital leases            130,925             --
  Revolving Line of Credit                          --        500,000
  Credit Facility Payable                    6,771,158        400,000
                                          -----------    ------------
Total Current Liabilities                   10,794,161      3,801,838

Long Term Liabilities
  Obligation Under Capital Lease               268,636             --
                                          ------------   ------------
 Total Liabilities                          11,062,797      3,801,838

Stockholders' equity:
  Convertible Preferred Stock, $1.00 par value:
    Authorized shares - 10,000,000
    Issued and outstanding - 42,427            275,774        275,774
  Common Stock, 200,000,000 shares
  authorized, 90,947,645 issued and
  outstanding at September 30, 2000
  and 78,101,596
  at December 31, 1999                         909,476        781,016
  Additional Capital                        30,883,034      3,074,282
  Accumulated Deficit                      (16,475,801)   (3,437,319)
                                          ------------   ------------
Total stockholders' equity                  15,592,483        693,753
                                          ------------   ------------
Total liabilities and
   stockholders' equity                   $ 26,655,280   $  4,495,591
                                          ============   ============

                             See accompanying notes



                                      2

<TABLE>
Hispanic Television Network, Inc.
Condensed Consolidated Statements of Operations
(Unaudited)
<CAPTION>

For the Three Months
Ended September 30,
For the Nine Months
Ended September 30,

2000
1999
2000
1999
<S>
<C>
<C>
<C>
<C>
Revenue
$    140,845
$     31,794
$    395,704
$     46,194
Expenses:




     Programming Expenses
   1,489,558
           -
   2,368,230
           -
     Satellite rental
     182,133
           -
     626,842
           -
     Production expenses
      86,184
       2,620
     263,645
       4,720
     Rental expense, net
      15,775
      37,036
       1,837
      53,072
     Administrative Expenses
   1,987,129
      63,517
   3,696,951
     114,090
     Salaries and wages
     998,492
     105,286
   2,286,563
     126,297
     Non-cash compensation - Stock
       Options
     310,476
           -
     914,204
           -
     Depreciation
     103,655
       5,059
     234,634
      15,176
     Amortization
     339,843
       1,811
   1,010,180
       5,432

------------
  ----------
------------
  ----------
Total expenses
   5,513,245
     215,329
  11,403,086
     318,787

------------
  ----------
------------
  ----------
Loss from Operations
  (5,372,400)
    (183,535)
 (11,007,382)
    (272,593)
Other Income/Expenses




Interest expense, net
   1,753,012
      15,101
   2,031,100
      15,101

------------
  ----------
------------
  ----------
Net Loss
$ (7,125,412)
$   (198,636)
$(13,038,482)
$   (287,694)

============
============
============
============





Basic and diluted net loss per share
      ($0.08)
      ($0.00)
      ($0.15)
      ($0.00)

============
============
============
============
Weighted average shares outstanding
  90,914,831
  23,307,692
  87,860,747
  22,269,231

============
============
============
============





</TABLE>

See accompanying notes.
                                                  3


<TABLE>
Statement of Stockholders' Equity
September 30, 2000
(Unaudited)
<CAPTION>

Preferred
Shares
_________
Preferred
Stock
__________
Common
Shares
_____________
Common
Stock
__________
Additional
Capital
______________
Accumulated
Deficit
______________
Total
______________
<S>
<C>
<C>
<C>
<C>
<C>
<C>
<C>
Balance at December 31, 1999
$  42,427
$  275,774
$ 78,101,596
$ 781,016
$   3,074,282
$  (3,437,319)
$     693,753
Common stock issued for HTVN
  Private Placement
       --
        --
  10,000,000
  100,000
    9,900,000
           --
   10,000,000
Common stock cancelled due to
  judgment net of contingent
  award for legal services
       --
        --
    (318,325)
   (3,183)
    2,562,024
           --
    2,558,841
Common stock issued for
  employee compensation
       --
        --
      20,000
      200
         (200)
           --
           --
Common stock issued as
  settlement
       --
        --
   1,271,449
   12,714
    1,994,940
           --
    2,007,654
Common stock issued in
  connection with exercise
  of warrants
       --
        --
   1,129,500
   11,295
    2,247,705
           --
    2,259,000
Compensation of expense
  related to issuance of
  stock options
       --
        --
          --
       --
      914,204
           --
      914,204
Common stock issued for
  consulting services
       --
        --
      49,000
      490
      436,568
           --
      437,058
Common stock issued for
  programming services
       --
        --
     100,000
    1,000
      727,000
           --
      728,000
Common stock issued for
  acquisition of company
       --
        --
     120,000
   1,200
    1,261,300
           --
    1,262,500
Stock options issued for
  acquisition of company
       --
        --
          --
      --
      399,300
           --
      399,300
Common stock issued for
  professional services
       --
        --
       9,425
      94
       77,672
       77,766

Common stock issued for
  station acquisitions
       --
        --
     465,000
   4,650
    3,652,239
           --
    3,656,889
Issuance of Warrants
       --
        --
          --
      --
    3,636,000
           --
    3,636,000
Net Loss
       --
        --
          --
      --
           --
  (13,038,482)
  (13,038,482)
Balance at September 30, 2000
$  42,427
$  275,774
$ 90,947,645
$909,476
$  30,883,034
$ (16,475,801)
$  15,592,483
</TABLE>


See accompanying notes.



                                                        4

<TABLE>
Hispanic Television Network, Inc.
Condensed Statements of Cash Flows
For the Nine Months Ended September 30, 2000
(Unaudited)
<CAPTION>
<S>
<C>
<C>

2000
--------------
1999
------------
Operating Activities


Net Loss
$ (13,038,482)
$  (287,694)
Adjustment to reconcile net loss to net cash used


  by operating activities:


  Compensation expense related to stock options
      914,204
         --
  Common stock issued for consulting services
      437,058
         --
  Amortization
    1,010,180
      5,432
  Depreciation
      234,634
     15,176
  Interest expense from discount of warrant options
    1,532,156
         --
  Interest expense related to extinguishments of debt
      237,887
         --
  Changes in operating assets and liabilities:


    Accounts receivable
      (52,013)
         --
    Other assets
      650,294
   (500,000)
    Prepaid and other assets
     (393,169)
         --
    Accounts payable
     (779,611)
         --
    Other liabilities
    2,770,212
    201,787
    Accrued Interest
       78,320
         --

--------------
------------
Net cash used in operating activities
   (6,398,330)
   (565,299)

--------------
------------



Investing Activities


  Purchase of property and equipment
   (3,345,266)
    (88,068)
  Station acquisitions and licenses
   (3,981,298)
         --

--------------
------------
Net cash used in investing activities
   (7,326,564)
    (88,068)

--------------
------------
Financing Activities


  Payments on line of credit
     (500,000)
    500,000
  Payments on notes payable
     (679,120)
    184,958
  Proceeds from private placement
    9,600,000
         --
  Proceeds from credit facility
    6,902,764
         --
  Proceeds from exercise of stock warrants
    2,259,000
         --

--------------
------------
Net cash provided by financing activities
   17,582,644
    684,958

--------------
------------
Net cash increase
    3,857,750
     31,591
Cash, beginning of period
       52,655
         89

--------------
------------
Cash at end of period
$   3,910,405
$    31,680

==============
============
Cash paid for interest
$      39,001
$        --

==============
============
Cash paid for income taxes
$          --
$        --

==============
============
</TABLE>
See accompanying notes.


                                     5


                    Hispanic Television Network, Inc.
                 Notes to Condensed Financial Statements
                          September 30, 2000
                              (Unaudited)

1.   General

     The financial statements of Hispanic Television
     Network, Inc. ("the Company") as of September 30, 2000
     and for the three and nine-month periods ended
     September 30, 2000 and 1999 are unaudited and have been
     prepared in accordance with accounting principles
     generally accepted in the United States for interim
     financial information and with instructions to Form 10-
     QSB and Item 3-10 of Regulation S-B. Accordingly, they
     do not include all of the information and footnotes
     required by generally accepted accounting principles
     for annual financial  statements. While management of
     the Company believes that the disclosures presented are
     adequate, these interim financial statements should be
     read in conjunction with the financial statements and
     notes included in the Company's 1999 Form 10-KSB. In
     the opinion of management, the accompanying unaudited
     financial statements contain all adjustments,
     consisting only of normal recurring adjustments,
     necessary for a fair presentation of the Company's
     financial statements for the interim periods presented.
     The results of operations for the three-month and nine-
     month periods ended September 30, 2000 and 1999 are not
     necessarily indicative of the results to be expected
     for the entire year. The balance sheet at December 31,
     1999 has been derived from the audited financial
     statements at that date but does not include all of the
     information and footnotes required by generally
     accepted accounting principles for complete financial
     statements. The preparation of financial statements in
     conformity with generally accepted accounting
     principles 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
     the reported amounts of revenues and expenses during
     the reporting period.  Actual results could differ from
     those estimates.

     Organization

     Hispanic Television Network, Inc. ("the Company") is
     the successor entity  formed by the merger on December
     15, 1999 of American Independent Network,  Inc. ("AIN")
     and Hispano Television Ventures, Inc. ("HT Ventures").
     AIN, a  publicly held corporation, was incorporated in
     Delaware on December 11,  1992 under the name Strictly
     Business, Inc., changing its name to AIN on  September
     16, 1993. In March 1994, AIN began providing
     programming, media  production, and syndication
     services to television stations. AIN entered  into
     agreements to provide television broadcast stations
     with programming  (television shows) for digital
     television broadcasting. Such agreements typically
     provide that the Company retains certain of the
     advertising time  and advertising revenues generated
     from the programming. HT Ventures, a privately held
     corporation, was incorporated in Texas on February 24,
     1998.  The Company's purpose is to provide television
     service to the Hispanic community.

     On September 2, 1999, HT Ventures entered into a
     transaction ("HT Ventures Transaction") whereby HT
     Ventures purchased 11,000,000 previously unissued
     shares of AIN common stock for total purchase
     consideration of $500,000 in cash. As a result, of the
     HT Ventures Transaction, HT Ventures owned
     approximately 60% of the then outstanding shares of
     common stock of AIN. Subsequently, on December 15,
     1999, HT Ventures completed the merger ("the Merger")
     with and into AIN, the legal surviving entity, and
     changed AIN's name to the Hispanic Television Network,
     Inc. ("the Company"). Pursuant to the terms of the
     Merger Agreement, stockholders of HT Ventures received
     a total of 70,000,000 shares of AIN common stock in
     exchange for the then outstanding shares of HT
     Ventures. As part of the Merger Agreement, the
     11,000,000 shares purchased by HT Ventures on September
     2, 1999, in connection with the HT Ventures
     Transaction, were cancelled upon the finalization of
     the merger on December 15, 1999. The Merger Agreement
     provided for AIN to issue 70,000,000 shares of common
     stock in exchange for all the outstanding shares of HT
     Ventures. The common stock exchanged, in addition to
     the existing AIN preferred and common shares previously
     outstanding, collectively results in the new
     capitalization of Hispanic Television Network, Inc.
     formerly American Independent Network, Inc. Subsequent
     to the Merger, HT Ventures stockholders owned
     approximately 90% of AIN.

     Accordingly, the Merger was accounted for as a "reverse
     acquisition" using the purchase method of accounting
     with HT Ventures being the "accounting acquirer". In a
     reverse acquisition, the historical stockholders'
     equity of the accounting acquirer prior to the merger
     is retroactively restated (a recapitalization) for the
     equivalent number of shares received in the merger
     after giving effect to any difference in par value of
     the issuers and acquirer's stock by an offset to paid
     in capital.

     Risks and Uncertainties

     The Company is still in the early stages of executing
     its business plans to be a major network focusing on
     the Mexican Hispanic market.  Early stage companies
     involve significant risks and uncertainties about the
     ultimate market acceptance of its business strategies.
     Lack of market acceptance would have a material adverse
     impact on the Company. Additionally, the Company must
     raise significant capital in order to execute its plan.
     If the Company cannot raise the necessary funds, its
     ability to build out its network will be significantly
     impacted.

2.   Debt

     In July 2000, the Company entered into a $8,875,001
     credit facility with Goff Moore Strategic Partners,
     L.P. and a number of other private investors.
     $1,958,333 of the funds under the credit facility have
     not been released to the Company and are being held in
     escrow pursuant to the terms of the credit facility,
     as amended.  The credit facility is being used to fund
     acquisitions and working capital. Pursuant to the terms
     of the credit facility, the Company (i) executed
     promissory notes that bear interest at a rate of 12%
     per annum and (ii) issued warrants to purchase shares
     of the Company's common stock, the aggregate number of
     shares for which the warrants are exercisable will be
     determined by dividing (a) the aggregate amount of
     funds loaned under the credit facility and accrued
     interest thereon by (b) the exercise price, which is
     determinable based on subsequent financings or other
     events, but in no event will exceed $2.00 per share. In
     the event that the Company does not pay off the funds
     advanced under the credit facility and accrued interest
     by January 31, 2001, the aggregate number of shares
     issuable upon exercise of the warrants, as described
     above, will be multiplied by 125%, however, if the
     Company does not pay off such funds and such accrued
     interest by March 15, 2001, that aggregate amount of
     shares will be multiplied by 150% instead of $125%.
     The estimated fair value of the warrants of $3.636
     million will be recognized as additional interest
     expense over the term of the credit facility. As of
     September 30, 2000, $8.875 million was outstanding
     under this arrangement net of $2.104 million, which
     represents the net unamortized fair value of the
     warrants.

     On November 6, 2000 the terms of the credit facility
     were amended to allow $1,000,000 of previously
     escrowed funds to be released to the Company. In
     exchange for the release of $1,000,000 from escrow, the
     amendment to the credit facility provided that (i) in
     no event would the exercise price of the warrants
     issued under the credit facility exceed $2.00 per share
     and (ii) the aggregate number of shares issuable upon
     exercise of the warrants would be multiplied by 125%,
     after taking into account any adjustment in such number
     of shares caused by a failure of the Company to pay off
     the funds advanced under the credit facility and
     accrued interest by January 31, 2001.

3.   Stockholders' Equity

     Private Placement

     In January 2000, the Company closed a Private Placement
     whereby the Company sold 100 units, each unit
     consisting of 100,000 shares of common stock of the
     Company (the units were offered pursuant to Rule 506 of
     Regulation D promulgated under the Securities and
     Exchange Act) and 100,000 warrants to purchase one
     share of the Company's common stock at an exercise
     price of $2.00 per share. The warrants expire one year
     after the termination of the Private Placement. The
     Company received gross proceeds in January 2000 of
     $9,600,000 to complete the $10,000,000 offering
     pursuant to the Private Placement. The Company had
     previously received $400,000 of the proceeds in 1999.

     In June 2000, the Company issued 1,128,500 shares of
     its common stock in connection with the exercise of
     stock warrants issued during the Private Placement in
     January 2000. The Company received proceeds of
     $2,257,000, or $2.00 per share, from the exercise of
     the stock warrants. In September 2000, the company
     issued an additional 1,000 shares of its common stock
     and received $2,000 at $2.00 a share in connection with
     the exercise of warrants issued in the January 2000
     Private Placement.

     Stock Option Plan

     In February 2000, the Company agreed to adopt the 2000
     Stock Incentive Plan (the Plan), subject to stockholder
     approval. The Board of Directors will appoint a
     committee to administer the Plan. At the discretion of
     the committee, stock options may be granted to eligible
     participants, as defined. The options will generally
     vest over two to three years and the exercise price is
     typically equal to or greater than the market value of
     the Company's common stock on the date of grant.  The
     Company is currently working with Ernst & Young to
     finalize the stock option plan.

     During the nine-month period ended September 30, 2000,
     the Company issued to employees options to purchase
     1,068,240 shares of the Company's common stock. The
     options vest over a three-year period and have exercise
     prices ranging from $0.01 to $14.88 per share. Options
     to purchase 635,000 shares were granted at amounts less
     than the fair value of the underlying stock on the
     grant date, resulting in $4,310,003 of deferred
     compensation expense to be recognized over the
     remaining vesting term. The Company recognized $310,476
     and $914,204 of compensation expense related to the
     options for the three and nine-month period ended
     September 30, 2000.

     Programming Services

     In January 2000, the Company entered into an agreement
     with a programming provider. In exchange for
     programming services, the Company issued 100,000 shares
     of the Company's common stock. These services were
     valued at $728,000, and the expense will be recorded
     over a six-month period. The Company recorded
     approximately $363,999 and $606,666 of programming
     expense, for the three and nine-month period ended
     September 30, 2000.

     The Company has entered into agreements with various
     programming providers. These agreements guarantee
     minimum license fees from the programming. The Company
     has $1,861,750 for programming payable.  The Company
     has a programming Asset in the amount of $1,900,291
     currently.  The programming asset will be amortized
     over the contract periods ranging from three to forty-
     eight months. The Company recorded approximately
     $843,604 of programming expense for these items for the
     three month period ended September 30,2000.

     Settlements

     In June, 2000 the Company entered into several
     settlement agreements with certain individuals to
     release the Company of any and all claims the
     individuals had or may have against the Company. In
     connection with these settlement agreements, the
     Company issued 1,231,449 shares of the Company's common
     stock. The settlements were for matters existing with
     the Company's predecessor and therefore have been
     treated as additional purchase price and accordingly
     recorded as goodwill.

     Canceled Shares

     The Company canceled 475,169 shares of its common stock
     in January 2000 and 70,000 shares of its common stock
     in April 2000. The shares were returned to the Company
     as part of a settlement with John Priscella of our
     claims against him.

     Legal Services

     In June, 2000, the Company issued 226,844 shares of its
     common stock with a value Of $2,558,841 in return for
     legal services provided in a matter related to the
     Company's predecessor and John Priscella. The matter
     resulted in the return to the Company of 680,000 shares
     of stock. Accordingly, the fair value of these shares
     of $2,558,841 has been treated as additional purchase
     price and recorded as goodwill.

     Acquisition Televideo and MGB Entertainment

     On July 11, 2000, the Company issued 120,000 shares of
     its common stock, valued at $1,262,500, and options
     valued at $399,300 to acquire 100% of the outstanding
     stock of Televideo,Inc. and MGB Entertainment, Inc. The
     acquired entities are based in San Antonio, Texas and
     focus on the production of both English and Spanish
     language television programs and commercials. The
     acquired entities produce syndicated and network
     television programming as well as television
     commercials for advertising agencies and businesses.
     The operations of HTVN include the operations of
     Televideo, Inc. and MGB Entertainment, Inc. since the
     acquisition date.

4.   Acquisitions of TV Stations

     On January 10, 2000, we completed funding of the
     initial payment of $1.5 million to Carlos Ortiz in
     connection with the Purchase Agreement, dated December
     15, 1999, pursuant to which we agreed to purchase 10
     television stations in Texas, New Mexico, Oklahoma, and
     Arizona for an aggregate of $10.0 million from Carlos
     Ortiz. The purchase price was comprised of $7.0 million
     in cash and $3.0 million in shares of our common stock,
     which equals 695,652 shares based on our common stock's
     closing price on December 31, 1999. Currently, we are
     operating all of these stations under a local marketing
     agreement ("LMA") whereby we control all programming,
     receive all revenues from and pay all expenses
     associated with each of these stations pending the
     closing of this transaction, which we have the right to
     schedule at any time during the two years following the
     execution of the purchase agreement. We currently
     anticipate that we will close this transaction in 2000
     or early 2001. The LMA fee of $1.5 million is being
     amortized over the remaining twenty-four month term to
     close the transaction.

     On April 24, 2000, the Company entered into a letter of
     intent to acquire Certain assets of TV-21 in Orlando,
     Florida from Galloway Associates, PA for $600,000.

     On April 28, 2000, the Company entered into a purchase
     agreement with Johnson Broadcasting of Dallas, Inc. to
     acquire the television station KLDT, Channel 55, Lake
     Dallas, Texas and its auxiliary facilities including
     all broadcasting assets for $35 million.  On November
     7, 2000 we received a Default Notice from legal counsel
     for the seller of the station claiming that the Company
     is in default under the purchase agreement, as amended.
     The seller is giving the Company an opportunity to cure
     the alleged default.

     On April 28, 2000, the Company entered into a purchase
     agreement to acquire certain assets of Channel 69 in El
     Paso, Texas from Sara Diaz Warren for $1,500,000. The
     Company expects the transaction to close during 2000 or
     early 2001. The Company has entered into a time
     brokerage agreement pursuant to which the Company will
     operate the station pending consummation of the
     agreement.

     On May 17, 2000, the Company entered into a letter of
     intent to acquire certain assets of Channel 68 in
     Laredo, Texas from J.B. Salazar for $500,000. The
     Company expects this transaction to close during 2000 or
     early 2001. The Company has entered into a time
     brokerage agreement to operate this station until the
     close of this transaction.

     On September 27, 2000, we entered into an agreement of
     merger with Brownsville Broadcasting, LLC, which owns
     and operates K64FM in Brownsville/Harlingen, Texas and
     an asset purchase agreement to acquire certain assets
     of KKJK in Las Vegas, Nevada from Cosmo Communications,
     LLC and Amanda Orrick Mintz for an aggregate purchase
     price of $5,335,000. Under the terms of these
     agreements, the transactions must close by December
     2001.  The Company has entered into a time brokerage
     agreement to operate these stations until the close of
     the transactions.

5.   Legal Proceedings

     From time to time, the Company is involved in
     litigation incidental to its business. In the Company's
     opinion, no litigation to which the Company is
     currently a party, if decided adversely to the Company,
     is likely to have a material adverse effect on the
     Company's results of operation or financial condition.

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

                          Background

     On December 14, 1999, American Independent Network, or
AIN, merged with Hispano Television Ventures, Inc., a
producer of Spanish-language programming, and was renamed
Hispanic Television Network, Inc. Originally formed on
December 11, 1992, AIN has historically operated as a
general market, family-oriented television network
providing programming and other services. We currently
operate two networks, AIN, which has over 40 affiliates,
and HTVN, which has 5 affiliates and either owns, operates
or has agreements or letters of intent to acquire 22
television stations in 12 markets of which 18 stations are
currently broadcasting HTVN programming in 11 markets,
including 3 that are in the top ten markets ranked by DMA.
We intend, whether through the acquisition of or affiliation
with stations, to acquire a presence in certain of the top
20 markets ranked by Hispanic population in order to reach
approximately 75% of the Hispanic population. The purpose
of the merger was to position the company to become a major
Hispanic media company. The company has been actively growing
our distribution networks by aggressively acquiring owned
and operated stations as well as adding affiliated stations.
The company has also been building our sales network and
acquiring quality programming to broadcast across our
network.

     We are targeting the Mexican Hispanic market because
we believe that it presents vast marketing opportunities
and that it is currently under-served by our competition.
With few competitors in this rapidly growing market, we
feel that there are unlimited opportunities to provide a
quality broadcasting service to a Hispanic population
that is experiencing an explosive growth rate.

     Our financial results depend on a number of factors,
including the strength of the national economy and the
local economies served by our stations, total advertising
dollars dedicated to the markets served by our stations,
advertising dollars dedicated to the Hispanic consumers in
the markets served by our stations, our stations' audience
ratings, our ability to provide interesting programming,
local market competition from other television stations
and other media, and government regulations and policies.

     As is common in other media companies, our performance
is measured by our ability to generate broadcast cash flow,
EBITDA and after-tax cash flow. Broadcast cash flow
consists of operating income before depreciation,
amortization and corporate expenses. EBITDA consists of
earnings before extraordinary items, net interest expense,
income taxes, depreciation, amortization, and other income
and expenses. After-tax cash flow consists of income before
income tax benefit (expense) and extraordinary items,
minus the current income tax provision, plus depreciation
and amortization expense. Although broadcast cash flow,
EBITDA and after-tax cash flow are not measures of
performance calculated in accordance with generally
acceptable accounting principals, we feel that broadcast
cash flow, EBITDA and after-tax cash flow are useful in
evaluating us because these measures are acceptable by
the broadcasting industry as generally recognized measures
of performance and are used by securities industry analysts
who publish reports on the performance of broadcasting
companies. Broadcast cash flow, EBITDA and after-tax cash
flow are not intended to be substitutes for operating
income as determined in accordance with generally
acceptable accounting principles, or alternatives to cash
flow from operating activities (as a measure of liquidity)
or net income.

     For accounting purposes, the merger was treated as
a reverse acquisition of the Company by Hispano Television
Ventures.  The following discussion reflects the material
operations of Hispanic Television Network, Inc. for the
three and nine-month periods ended September 30, 2000.

     Revenues

     Our primary source of revenue is the sale of
advertising on our networks to national advertisers
and on our television stations to local and national
advertisers. Our revenues are affected primarily by the
advertising rates that we are able to charge on our
networks and that our television stations are able to
charge as well as the overall demand for Hispanic
television advertising time. Advertising rates are determined
primarily by:

     o    the markets covered by our networks,
     o    the number of competing Hispanic television
          stations in the same market as our stations,
     o    the television audience share in the demographic
          groups targeted by advertisers, and
     o    the supply and demand for Hispanic advertising
          time.

Seasonal fluctuations are also common to the broadcast
industry and are due primarily to fluctuations in
advertising expenditures by national and local advertisers.
The first calendar quarter typically produces the lowest
broadcast revenues for the year because of the normal
post-holiday decreases in advertising.

     Historically, our network advertising has been sold
targeting direct response and per inquiry advertisers.
Going forward, we will deploy a network advertising team
consisting of account executives that will solicit
advertising directly from national advertisers as well as
soliciting advertising from national advertising agencies.
Each of our stations will also have account executives
that will solicit local and national advertising directly
from advertisers and from advertising agencies.

     We market our advertising time on our HTVN and AIN
networks to:

     o    ADVERTISING AGENCIES AND INDEPENDENT ADVERTISERS.
          We sell commercial time to advertising agencies
          and independent advertisers. The monetary value of
          this time is based upon the estimated size of the
          viewing audience; the larger the audience, the
          more we are able to charge for the advertising
          time. To measure the size of a viewing audience
          networks and stations generally subscribe to
          nationally recognized rating services, such
          as Nielsen. Currently, a number of AIN's
          affiliate stations are located in the smaller
          market areas of the country. Our goal is to enter
          into affiliate agreements with stations located
          in the top demographic market areas for both AIN
          and HTVN, in order to obtain Nielsen ratings that
          justify charging higher rates for our advertising
          time.
     o    AFFILIATE STATIONS. In exchange for providing
          programming and advertising time to our affiliate
          stations, we retain advertising time and gain
          access to the affiliate stations' markets. In a
          traditional broadcasting contract, an affiliate
          station would retain all available advertising
          time, which it would then sell to outside
          advertisers, and the network would receive a fee
          from the affiliate station. However, we believe
          that by selling retained commercial time to
          outside advertisers, we are able to generate
          higher revenues than we would otherwise receive
          in fees from our affiliate stations. Advertising
          time is generally a component of the programming
          contract with affiliate stations. As a result,
          we are not required to separately market the
          advertising time to our affiliate stations.
     o    PROGRAM OWNERS. In exchange for licensing rights
          to select programming, we sometimes give the
          program owner advertising time during the
          broadcast of such programming. The program owner
          is then able to sell the advertising time to
          outside parties. We generally contract with
          program owners at the National Association of
          Television Program Executives convention and
          accordingly, are not required to actively market
          this segment of our advertising time.

Expenses

     Our most significant expenses are employee compensation,
rating services, advertising and promotional expenses,
engineering and transmission expenses and production and
programming expenses. In some cases, we are required to
incur up-front programming expenses when procuring
exclusive programming usages and licenses. In most all cases
associated with up-front programming payments, the up-front
payments will be amortized over the applicable contract
term. Historically, significant exclusive programming
usages and licenses have not been procured. We will
maintain tight controls over our operating expenses by
centralizing our master control, network programming,
finance, human resources and management information
system functions. Depreciation of fixed assets and
amortization of costs associated with the acquisition
of additional stations are also significant elements in
determining our total expense level.

     As a result of attracting key officers and personnel
to HTVN, we have offered stock options as an alternate
form of compensation. In the event that the strike price
of the stock option is less than the fair market value
of the stock on the date of grant, any difference will be
amortized as compensation expense over the vesting period
of the stock options.

      Our monthly operating expense level will vary from
month to month due primarily to the timing of significant
advertising and promotion expenses. We will incur
significant advertising and promotion expenses associated
with the ramp up of HTVN and with the establishment of
our presence in new markets associated with our new
station acquisitions. Increased advertising revenue
associated with these advertising and promotional expenses
typically lag behind the incurrence of these expenses.

Advertising

     The majority of all revenues generated come from the
sale of network, national spot, and local spot advertising
on our owned and operated stations.

     NETWORK ADVERTISING. All owned and operated stations
as well as affiliates have a percentage of available
commercial time dedicated for "network" sales. The
commercials sold on the network are broadcast simultaneously
in all markets that we serve.

     NATIONAL SPOT ADVERTISING. National advertisers have
the opportunity to buy "spot" advertising in specific
markets. For example, an advertising agency in New York
would use spot advertising to purchase commercials in
San Antonio and Oklahoma City.

     LOCAL SPOT ADVERTISING. Advertising agencies and
businesses located in a market will buy commercial air
time in their respective market. This commercial time is
sold in the market by a local sales force. Local spot
advertising also includes event marketing. In conjunction
with a spot buy the station incorporates events that may
be held on the premise of a business or advertiser for
the purpose of driving traffic to that place of business.

     Our in-house sales department will generate our
Network and National spot advertising sales. They will
be located in all major markets that have a large
concentration of advertising agencies targeting the
Hispanic market. The sales of our local spot advertising
will be generated by the local sales staff established at
each of our television stations.

Results of Operations

     Three and Nine Months Ended September 30, 2000 and 1999

     Revenues. Revenues are primarily derived from our
programming services, sales of advertising and programming
time, and leasing of digital satellite channels. The
Company's total revenues increased by $109,051 for the
three months ended September 30, 2000, and increased
$349,510 for the nine months ended September 30, 2000,
from the comparable periods in the prior year. The
increase in revenues is primarily the result of an increase
in the amount of programming time, national and local sales,
and production revenues generated from our Televideo
subsidiary.

     Cost of Operations. The Company's cost of operations
increased $5,297,916 for the three months ended
September 30, 2000, and increased $11,084,299 for the nine
months ended September 30, 2000, from the comparable period
in the prior year. Cost of operations has significantly
increased over prior years as a result of rapid expansion
and positioning of our new Hispanic network.

     General and Administrative. The Company's general
and administrative expenses for the three months ended
September 30, 2000, increased by $3,106,033 and for the
nine months ended September 30, 2000, increased by
$6,606,096, from the comparable periods in the prior year.
General and administrative expenses are comprised primarily
of salary and wages, legal fees, taxes, insurance, rent
and office related expenses. Salaries and wages increased
by $893,206 for the three months ended September 30, 2000
and $2,160,266 for the nine months ended September 30,
2000, from the comparable periods in the prior year.
These increases were attributable to increased staffing
requirements as a result of the Company's rapid expansion.
Professional fees increased by $1,105,305 for the three
months ended September 30, 2000 and $1,984,263 for the
nine months ended September 30, 2000, from the comparable
periods in the prior year. These increases were
attributable to costs associated with being a public company.

     Interest expense for the three months ended
September 30, 2000, increased by $1,737,911, and
increased by $2,015,999 for the nine months ended
September 30, 2000, from the comparable periods in the
prior year.  The increase in interest expense is due
primarily to outstanding notes payable, and interest on
promissory notes issued in connection with the credit
facility entered into with Goff Moore Strategic Partners
and other private investors.

     Operating Results. The Company's net operating loss
increased by $6,926,776 for the three months ended
September 30, 2000, and increased by $12,750,788 for the
nine months ended September 30, 2000, from the comparable
periods in the prior year.  The increased loss for 2000 was
 a result of the expansion and positioning of our networks.

     Earnings Per Share of Common Stock. The net losses per
common share are based upon the weighted average of
outstanding common stock. For the nine months ended
September 30, 2000, the net loss per share of common stock
was $(.15).  The loss is reflective of the expansion and
positioning of our networks.

Liquidity and Capital Resources

     We have financed our operations through a combination
of the issuance of equity securities to private investors,
issuance of private debt, loans from affiliates, and cash
flow from operations. We have had cumulative losses of
$16,475,801 from inception through September 30, 2000.

     Current assets at September 30, 2000 were $5,135,724.
Current liabilities of $8,801,486 exceeds current assets
by $3,665,762. As of September 30, 2000, the largest
components of current liabilities consisted of accounts
payable, notes payable and an amount of $8,875,001 payable
pursuant to a credit facility entered into with Goff Moore
Strategic Partners and other private investors.

     Financing activities included a private placement
which closed in January 2000. The Company raised $10
million from the sale of 10 million shares of common
stock and warrants to purchase an equivalent number of
shares at $2.00 per share. These funds were used primarily
for the acquisition of television stations, programming,
repayment of debt and working capital needs. These private
placement investors have the ability to exercise their
warrants up until one year after the private placement.

     In July 2000, the Company entered into a $8,875,001
credit facility with Goff Moore Strategic Partners, L.P.
and a number of other private investors.  $1,958,333 of
the funds under the credit facility have not been released
to the Company and are being held in escrow pursuant to
the terms of the credit facility, as amended.  The credit
facility is being used to fund acquisitions and working
capital. Pursuant to the terms of the credit facility, the
Company (i) executed promissory notes that bear interest at
a rate of 12% per annum and (ii) issued warrants to
purchase shares of the Company's common stock, the
aggregate number of shares for which the warrants are
exercisable will be determined by dividing (a) the aggregate
amount of funds loaned under the credit facility and accrued
interest thereon by (b) the exercise price, which is
determinable based on subsequent financings or other events,
but in no event will exceed $2.00 per share. In the event
that the Company does not pay off the funds advanced under
the credit facility and accrued interest by January 31,
2001, the aggregate number of shares issuable upon exercise
of the warrants, as described above, will be multiplied by
125%, however, if the Company does not pay off such funds
and such accrued interest by March 15, 2001, that aggregate
amount of shares will be multiplied by 150% instead of
$125%.  The estimated fair value of the warrants of
$3.636 million will be recognized as additional interest
expense over the term of the credit facility. As of
September 30, 2000, $8.875 million was outstanding under
this arrangement net of $2.104 million, which represents
the net unamortized fair value of the warrants.

     On November 6, 2000 the terms of the credit facility
were amended to allow $1,000,000 of previously escrowed
funds to be released to the Company. In exchange for the
release of $1,000,000 from escrow, the amendment to the
credit facility provided that (i) in no event would the
exercise price of the warrants issued under the credit
facility exceed $2.00 per share and (ii) the aggregate
number of shares issuable upon exercise of the warrants
would be multiplied by 125%, after taking into account
any adjustment in such number of shares caused by a
failure of the Company to pay off the funds advanced under
the credit facility and accrued interest by January
31, 2001.

     Our continued growth will require additional funds
that may come from a variety of sources, including equity
or debt issuances, bank borrowings and capital lease
financings. We currently intend to use any funds raised
through these sources to fund various aspects of our
continued growth, including to acquire new stations,
to perform digital upgrades of acquired stations, to
fund key programming acquisitions, to perform station
capital upgrades, to secure cable connections, to fund
master control / network equipment upgrades, to make
strategic investments and to fund our working capital
needs.  If funds from these various sources are not
available, the Company has the ability to pursue an
alternate strategy of growth ,whereby the Company can
expand its distribution capabilities by entering in to
affiliated station agreements.  This strategy of growth
is much less capital intensive.

     We had net losses of $13,038,482 in the nine months
ended September 30, 2000 and $287,694 in the nine months
ended September 30, 1999. We expect these losses to
continue as we incur significant capital expenditures
and operating expenses to acquire new television stations and
convert them to a Hispanic format. We currently anticipate
that our revenues as well as cash from financings will be
sufficient to satisfy operating expenses for the next
twelve months. We may need to raise additional funds,
however. If adequate funds are not available on
acceptable terms, our business, results of operations and
financial condition could be materially adversely affected.

Impact of inflation

     Management does not believe that general inflation
has had or will have a material effect on operations.

Recent Developments

     On September 27, 2000, we entered into an
agreement of merger with Brownsville Broadcasting, LLC,
which owns and operates K64FM in Brownsville/Harlingen,
Texas and an asset purchase agreement to acquire certain
assets of KKJK in Las Vegas, Nevada from Cosmo
Communications, LLC for an aggregate purchase price of
$5,335,000.  Under the terms of these agreements, the
transactions must close by December 2001. The Company has
entered into a time brokerage agreement to operate these
stations until the close of the transactions.

                           PART II OTHER INFORMATION

Item 1.     Legal Proceedings

     From time to time, the Company is involved in litigation
incidental to its business.  In the Company's opinion, no
litigation to which the Company is currently a party, if
decided adversely to the Company, is likely to have a
material adverse effect on the Company's results of operation
or financial condition.

     In response to the application of the Company to the
Federal Communications Commission for the assignment of the
FCC license for KVAW(TV), Eagle Pass, Texas to the Company,
there was on October 6, 2000, a Petition to Deny filed by
Juan Wheeler, Jr., whom the Company had entered into a Bill
of Sale and Settlement Agreement with pertaining to KVAW(TV).
The Company has since responded.  The Company believes that
Wheeler's Petition to Deny is without merit and intends to
continue to support its pending assignment application.

Item 2.     CHANGES IN SECURITIES

     None.

ITEM 3.     DEFAULTS UPON SENIOR SECURITIES

     None.

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

     None.

ITEM 5.     OTHER INFORMATION

     In the Company's Amended Annual Report on Form 10-
KSB/A filed on June 30, 2000, it was reported in Item 1.
Business - Markets Served that the Company was operating
station KVAW (TV) in Eagle Pass, Texas.  This was incorrect
as the Company has never operated this station. As a result,
the correct number of stations broadcasting HTVN
programming was ten as of the filing of that report.

ITEM 6.     EXHIBITS AND REPORTS ON FORM 8-K

(a)     EXHIBITS

EXHIBIT NO.                DESCRIPTION AND METHOD OF FILING

   2.1      Merger Agreement with Hispano Television
            Ventures, Inc., dated October 15, 1999
            (Incorporated by reference to Exhibit 10.1
            of our Current Report on Form 8-K, dated
            December 30, 1999).

   3.1      Certificate of Incorporation (Incorporated by
            reference to Exhibit 2.1 of American Independent
            Network, Inc.'s General Form for Registration of
            Small Business Issuers on Form 10-SB, dated
            September 18, 1997), amended by a Certificate
            of Merger (Incorporated by reference to Exhibit
            10.3 of our Current Report on Form 8-K, dated
            December 30, 1999).

   3.2      Bylaws (Incorporated by reference to Exhibit 2.2
            of American Independent Network, Inc.'s General
            Form for Registration of Small Business Issuers
            on Form 10-SB, dated September 18, 1997), with
            a Bylaw Amendment (Incorporated by reference to
            Exhibit 3.2 of our Current Report on Form 8-K,
            dated December 30, 1999).

   4.1      Certificate of Designation Preferences, Rights
            and Limitations of Series B Preferred Stock of
            American Independent Network Inc. (Incorporated
            by reference to Exhibit 4.1 of our Annual
            Report on Form 10-KSB, dated April 24, 2000).

  10.1*     Asset Purchase Agreement, dated as of September
            27, 2000, by and between Hispanic Television
            Network, Inc., Cosmo Communications, LLC and
            Amanda Orrick Mintz.

  10.2*     Agreement of Merger, dated as of September
            27, 2000, by and among Hispanic Television
            Network, Inc., HTV Merger Corp., Amanda
            Orrick Mintz, Michael Mintz and Debra Kamp
            and Brownsville Broadcasting, LLC.

  10.3*     First Amendment to Loan Agreement and other
            Documents, dated effective as of August 14,
            2000, by and among Hispanic Television Network,
            Inc., Goff Moore Strategic Partners, L.P. and
            GAINSCO, Inc., representing Majority Lenders,
            as Defined in the Loan Agreement, and Harlan
            L. Paul, Mark Hollmann and Stacia Hollmann,
            as tenants by the entireties, Clifton Morris,
            and Daniel E. Berce.

  10.4*     Second Amendment to Loan Agreement and
            Agreement, dated as of November 6, 2000
            by and among Hispanic Television Network, Inc.,
            Goff Moore Strategic Partners, L.P. and
            GAINSCO, Inc., representing Majority Lenders
            as defined in the Loan Agreement.

  10.5*     First Amendment to Purchase Agreement made and
            entered into as of September 24, 2000 by and
            between Hispanic Television Network, Inc. and
            Johnson Broadcasting of Dallas, Inc.

  27*       Financial Data Schedule (included in SEC-filed
            copy only).

*Filed herewith.


(b)     REPORTS ON FORM 8-K.


During October 2000, we filed one Current Report on Form
8-K/A regarding the consummation of the acquisition of
100% of the outstanding stock of TeleVideo, Inc. and MGB
Entertainment, Inc. and related transactions.



                                      16

                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of
the Securities Exchange Act of 1934, the Registrant has
duly caused this amended report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                            HISPANIC TELEVISION NETWORK INC.


Date:  November 9, 2000     By:  /S/ JAMES A. RYFFEL
                                 ________________________
                                 James A. Ryffel
                                 Chairman of the Board