UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 10-Q

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

                  For the quarterly period ended March 31, 2008

[_]   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: 0-17170


                               TELVUE CORPORATION
          (Exact name of registrant 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
Mt. Laurel, New Jersey                                     08054
(Address of principal executive offices)                (Zip Code)

Registrant's telephone number, including area code: (856) 273-8888


Indicate by check mark whether the registrant (1) filed all reports required to
be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months
(or for such shorter period that the registrant was required to file such
reports) and (2) has been subject to such filing requirements for the past 90
days. Yes [X] No [_]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

         Large accelerated filer [_]        Accelerated filer [_]
         Non-accelerated filer [_]          Smaller reporting company [X]
         (Do not check if a smaller
            reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in
Rule, 12b-2 of the Exchange Act) Yes [_] No [X]

Number of shares of registrant's common stock outstanding as of April 24, 2008:
48,433,074 shares.

<PAGE>

                               TELVUE CORPORATION

                                      INDEX

                                                                            PAGE
                                                                             NO.
                                                                            ----

PART I.  FINANCIAL INFORMATION

         Item 1. Financial Statements

         Consolidated Balance Sheets as of March 31, 2008
         (unaudited) and as of December 31, 2007 ...........................   3

         Consolidated Statements of Operations for the three months ended
         March 31, 2008 (unaudited) and March 31, 2007 (unaudited) .........   4

         Consolidated Statements of Cash Flows for the three months ended
         March 31, 2008 (unaudited) and March 31, 2007 (unaudited) .........   5

         Notes to Consolidated Financial Statements (unaudited) ............   6

         Item 2. Management's Discussion and Analysis of
                 Financial Condition and Results of Operations .............  13

         Item 3. Quantitative and Qualitative Disclosures About
                 Market Risk ...............................................  19

         Item 4. Controls and Procedures ...................................  19


PART II. OTHER INFORMATION

         Item 6. Exhibits ..................................................  19


                                       2
<PAGE>

PART I.  Financial Information

ITEM I.  Financial Statements

                        TELVUE CORPORATION AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS

                                                     March 31,     December 31,
                                                       2008            2007
                                                   ------------    ------------
ASSETS                                              (Unaudited)          *

CURRENT ASSETS
  Cash and cash equivalents ....................   $    256,740    $    225,660
  Accounts receivable - trade, net of
   Allowances of $6,961 at March 31,
   2008 and $6,500 at December 31, 2007 ........        462,301         641,683
  Inventory ....................................        288,299         244,994
  Prepaid expenses .............................        179,465         120,646
                                                   ------------    ------------
     TOTAL CURRENT ASSETS ......................      1,186,805       1,232,983

PROPERTY AND EQUIPMENT .........................      7,491,090       7,364,421
  Less accumulated depreciation ................      5,901,210       5,763,185
                                                   ------------    ------------
                                                      1,589,880       1,601,236

DEFINITE-LIVED INTANGIBLE ASSETS,
  Net of accumulated amortization of
   $667,171 at March 31, 2008 and
   $507,050 at December 31, 2007 ...............      3,881,549       4,041,670

INDEFINITE-LIVED INTANGIBLE ASSETS-GOODWILL ....      1,921,405       1,921,405

INDEFINITE-LIVED INTANGIBLE ASSETS-OTHER .......        397,260         397,260

OTHER ASSETS ...................................          8,800           8,800

                                                   ------------    ------------
                                                   $  8,985,699    $  9,203,354
                                                   ============    ============

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
  Accounts payable - trade .....................   $    460,314    $    705,182
  Accrued expenses .............................        384,651         236,538
  Deferred service revenue .....................        419,792         416,434
  Other liabilities ............................          3,025           3,178
                                                   ------------    ------------
     TOTAL CURRENT LIABILITIES .................      1,267,782       1,361,332

LINES OF CREDIT - MAJORITY STOCKHOLDER .........     13,400,000      12,200,000

NOTE PAYABLE - MAJORITY STOCKHOLDER ............        541,000         541,000

ACCRUED INTEREST - MAJORITY STOCKHOLDER ........      1,247,794         992,278


STOCKHOLDERS' EQUITY (DEFICIT)
 Common stock, $.01 par value, 100,000,000
  shares authorized, 48,433,074 and 48,433,074
  shares issued and outstanding at March 31,
  2008 and December 31, 2007, respectively .....        484,331         484,331
 Additional paid-in capital ....................      4,876,639       4,876,639
 Accumulated deficit ...........................    (12,831,847)    (11,252,226)
 Comprehensive income ..........................              -               -
                                                   ------------    ------------
                                                     (7,470,877)     (5,891,256)
                                                   ------------    ------------
                                                   $  8,985,699    $  9,203,354
                                                   ============    ============
* Derived from audited financial statements.

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

                                       3
<PAGE>

                        TELVUE CORPORATION AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

                                                        Three Months Ended
                                                             March 31,
                                                   ----------------------------
                                                       2008            2007
                                                   ------------    ------------
REVENUES
  ANI services .................................   $    306,357    $    338,755
  TVTN/PSG services ............................        449,500         273,641
                                                   ------------    ------------
                                                        755,857         612,396
COST OF REVENUES
  ANI services .................................         85,553          90,659
  TVTN/PSG services ............................        394,069         190,134
                                                   ------------    ------------
TOTAL COST OF REVENUES .........................        479,622         280,793
                                                   ------------    ------------
GROSS MARGIN ...................................        276,235         331,603

OPERATING EXPENSES
  Selling and marketing ........................        449,341         403,753
  General and administrative ...................        853,156         355,489
  Depreciation and amortization ................        298,146         101,616
                                                   ------------    ------------
                                                      1,600,643         860,858
                                                   ------------    ------------
OPERATING LOSS .................................     (1,324,408)       (529,255)

OTHER INCOME (EXPENSE)
  Interest income ..............................            303          30,415
  Interest expense .............................       (255,516)        (98,807)
                                                   ------------    ------------
TOTAL OTHER INCOME (EXPENSE) ...................       (255,213)        (68,392)
                                                   ------------    ------------
NET LOSS .......................................   $ (1,579,621)   $   (597,647)
                                                   ============    ============

BASIC AND DILUTED NET LOSS PER COMMON SHARE ....   $       (.03)   $       (.01)
                                                   ============    ============
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING
   BASIC AND DILUTED ...........................     48,433,074      48,356,407
                                                   ============    ============

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

                                       4
<PAGE>

                        TELVUE CORPORATION AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

                                                        Three Months Ended
                                                             March 31,
                                                   ----------------------------
                                                       2008            2007
                                                   ------------    ------------
CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss .....................................   $ (1,579,621)   $   (597,647)
  Adjustments to reconcile net loss to
   net cash (used in) operating activities:
    Depreciation and amortization ..............        298,146         101,616
  Changes in assets and liabilities:
    Accounts receivable - trade ................        179,382          88,117
    Inventory ..................................        (43,305)        (30,000)
    Prepaid expenses ...........................        (58,819)        (56,927)
    Accounts payable - trade ...................       (244,868)         88,582
    Accrued expenses ...........................        147,960         (77,568)
    Deferred service revenue ...................          3,358         (41,338)
    Accrued interest - majority stockholder ....        255,516          98,807
                                                   ------------    ------------
      NET CASH (USED IN) OPERATING ACTIVITIES ..     (1,042,251)       (426,358)

CASH FLOWS FROM INVESTING ACTIVITIES
  Purchases of property and equipment ..........       (126,669)       (196,353)
  Acquisition of business ......................              -        (147,270)
                                                   ------------    ------------
      NET CASH (USED IN) INVESTING ACTIVITIES ..       (126,669)       (343,623)

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from line of credit - majority
    stockholder ................................      1,200,000         800,000
                                                   ------------    ------------
NET INCREASE IN CASH AND CASH EQUIVALENTS ......         31,080          30,019

CASH AND CASH EQUIVALENTS,
  BEGINNING OF PERIOD ..........................        225,660         191,157
                                                   ------------    ------------
CASH AND CASH EQUIVALENTS, END OF PERIOD .......   $    256,740    $    221,176
                                                   ============    ============

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

                                       5
<PAGE>

                        TELVUE CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1. BASIS OF PRESENTATION
   ---------------------

Summary Financial Information and Results of Operations
-------------------------------------------------------

In the opinion of management, the accompanying unaudited financial statements
have been prepared in accordance with accounting principles generally accepted
in the United States of America and with the regulations of the Securities and
Exchange Commission and contain all adjustments (consisting of only normal
recurring adjustments) necessary to make the financial statements not misleading
and to present fairly the financial condition as of March 31, 2008 and the
results of operations for the three months ended March 31, 2008 and 2007 and
cash flows for the three months ended March 31, 2008 and 2007.

Going Concern and Management's Plan
-----------------------------------

The accompanying financial statements of TelVue Corporation ("TelVue" or the
"Company") have been prepared on the basis of generally accepted accounting
principles applicable to a "going concern," which assume that the Company will
continue in operation for at least one year and will be able to realize its
assets and discharge its liabilities in the normal course of operations.

Conditions exist, however, that cast doubt about the Company's ability to
continue as a "going concern." In order to fund operations, the Company relies
on funds drawn on lines of credit held by the Company with the Company's
majority stockholder, H.F. (Gerry) Lenfest. Based on the Company's current
draw-down rate, the funds remaining in the current lines of credit are not
sufficient to sustain the Company's operations for the next 12 month period.
Funding the Company's future capital requirements will depend on numerous
factors including, but not limited to, the Company receiving continued financial
support from Mr. Lenfest, which he has not committed to at this time, or seeking
other alternatives. While management is working towards mitigating the adverse
conditions and events which raise doubt about the validity of the "going
concern" assumption used in preparing these financial statements, there can be
no assurance that management will be successful.

These financial statements do not reflect adjustments that would be necessary if
the Company were unable to continue as a "going concern." If the Company were
unable to continue as a "going concern," then substantial adjustments would be
necessary to the carrying values of assets, the reported amounts of its
liabilities, the reported expenses, and the balance sheet classifications used.

Interim Financial Information
-----------------------------

While management believes that the disclosures presented are adequate to prevent
misleading information, these unaudited financial statements must be read in
conjunction with the audited financial statements and notes included in TelVue
Corporation's Annual Report on Form 10-KSB for the year ended December 31, 2007,
as filed with the Securities and Exchange Commission.

Prior period financial statements have been reclassified to conform with current
quarter presentation.

                                       6
<PAGE>

Basis of Consolidation
----------------------

The consolidated financial statements include the accounts TelVue and its
wholly-owned subsidiary, Princeton Server Group, Inc. ("PSG") from the date of
its acquisition, which was March 12, 2007. Significant intercompany accounts and
transactions have been eliminated in consolidation.

Business Combination
--------------------

In accordance with Statement of Financial Accounting Standards ("SFAS") No. 141,
"Business Combinations," the Company accounts for all business combinations by
the purchase method. Furthermore, the Company recognizes intangible assets apart
from goodwill if they arise from contractual or legal rights or if they are
separable from goodwill.

Goodwill, Trademarks and Other Intangible Assets
------------------------------------------------

In accordance with SFAS No. 142, "Goodwill and Other Intangible Assets," the
Company classifies intangible assets into three categories: (1) intangible
assets with definite lives subject to amortization, (2) intangible assets with
indefinite lives not subject to amortization, and (3) goodwill. The Company
tests intangible assets with definite lives for impairment if conditions exist
that indicate the carrying value may not be recoverable. Such conditions may
include an economic downturn in a geographic market or a change in the
assessment of future operations. The Company records an impairment charge when
the carrying value of the definite lived intangible asset is not recoverable by
the cash flows generated from the use of the asset.

Intangible assets with indefinite lives and goodwill are not amortized. The
Company tests these intangible assets and goodwill for impairment at least
annually or more frequently if events or circumstances indicate that such
intangible assets or goodwill might be impaired. All goodwill is assigned to
reporting units, which are one level below our operating segments. Goodwill is
assigned to the reporting unit that benefits from the synergies arising from
each business combination. The Company performs impairment tests of goodwill at
each reporting unit level. Such impairment tests for goodwill include comparing
the fair value of the respective reporting unit with its carrying value,
including goodwill. When the fair value is less than the carrying value of the
intangible assets or the reporting unit, the Company records an impairment
charge to reduce the carrying value of the assets to fair value.

The Company determines the useful lives of our identifiable intangible assets
after considering the specific facts and circumstances related to each
intangible asset. Factors the Company considers when determining useful lives
include the contractual term of any agreement, the history of the asset, the
Company's long-term strategy for the use of the asset, any laws or other local
regulations which could impact the useful life of the asset, and other economic
factors, including competition and specific market conditions. Intangible assets
that are deemed to have definite lives are amortized, generally on a
straight-line basis, over their useful lives, ranging from 1 to 15 years.

                                       7
<PAGE>

2. ACQUISITION
   -----------

On March 12, 2007, the Company acquired all of the issued and outstanding shares
of capital stock of PSG for a purchase price of $6,100,000 in cash plus the
forgiveness of a $400,000 loan owed by PSG. The acquisition was funded with
funds drawn under a $10,000,000 line of credit held by the Company with the
Company's majority stockholder, Mr. Lenfest. The Company accounts for this
acquisition as a business combination under the purchase method of accounting.
The results of PSG are included in the Company's TVTN/PSG operating segment.

Upon closing of the acquisition, the Company made preliminary estimates of the
fair values of the assets and liabilities for consolidation. The Company has
since obtained a third-party valuation for many of the assets and liabilities
acquired. There were no material differences between the preliminary estimates
and the final valuations. The amount of purchase price allocated to software is
$3,600,000, patent applications is $788,000, other finite-lived intangible
assets is $160,000, trademarks is $397,000 and goodwill is approximately
$1,900,000. The trademarks have been assigned an indefinite life.

The accompanying financial statements include the operations of PSG since the
date of acquisition.

The following unaudited pro forma information for the three months ended March
31, 2008 and 2007, is presented as if the acquisition of PSG occurred on January
1, 2007. This information is based on historical results of operations, adjusted
for acquisition costs, and, in the opinion of management, is not necessarily
indicative of what the results would have been had the Company operated PSG
since January 1, 2007.

                                          2008           2007
                                       -----------    -----------
Revenues ...........................   $   755,857    $   903,080
Net loss ...........................   $(1,579,621)   $(1,032,351)
Basic and diluted net loss per share   $      (.03)   $      (.02)


3. SUPPLEMENTAL CASH FLOW INFORMATION
   ----------------------------------

SUPPLEMENTAL SCHEDULE RELATING TO ACQUISITION
---------------------------------------------

Accounts receivable ....................   $   105,634
Inventory ..............................       104,393
Property and equipment .................       129,707
Definite-lived intangible assets .......     4,548,720
Goodwill ...............................     1,828,401
Other indefinite-lived intangible assets       397,260
Accounts payable and accrued expenses ..      (279,533)
Deferred service revenue ...............      (186,983)
Note payable ...........................      (400,329)
Amount financed ........................    (6,100,000)
                                           -----------

CASH PAID FOR ACQUISITION ..............   $   147,270
                                           ===========

No income taxes or interest were paid during either the three months ended March
31, 2008 or 2007.

                                       8
<PAGE>

4. EARNINGS PER COMMON SHARE
   -------------------------

Basic 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 of outstanding common stock. Diluted earnings per common share
is computed by dividing net income, after the deduction of preferred stock
dividends, when applicable, by the weighted average number of shares of
outstanding common stock adjusted to include incremental common shares that
would have been outstanding if potentially dilutive common shares had been
issued. Common equivalent shares are excluded from the computation in periods in
which they have an antidilutive effect. Because of the net loss available to
common stockholders for the three months ended March 31, 2008 and 2007, no
potential common shares were included in the computation of a diluted per share
amount since such potential common shares would not have a dilutive effect.

5. CORPORATE 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 No. 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.

The provisions for income tax benefit from continuing operations for the three
months ended March 31, 2008 and 2007 consisted of the following components:

                                  2008         2007
                               ---------    ---------
Current
 Federal ...................   $       -    $       -
 State .....................           -            -
                               ---------    ---------
                                       -            -
Deferred
 Federal ...................     531,000      323,203
 State .....................     142,000       89,135
                               ---------    ---------
                                 673,000      412,338
Valuation allowance increase    (673,000)    (412,338)
                               ---------    ---------
                                       -            -
                               ---------    ---------
                               $       -    $       -
                               =========    =========

TelVue recorded an increase in valuation allowance of 673,000 at March 31, 2008
to reduce its deferred tax asset to zero. The valuation allowance was recorded
due to the uncertainty as to whether future net income would be generated that
would utilize TelVue's net operating loss carry forward. TelVue's federal net
operating loss carry forward was approximately $8,800,000 on a tax-reporting
basis as of March 31, 2008. The carry forward will begin to expire in 2010, if
not utilized.

                                       9
<PAGE>

In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB
Interpretation No. 48 "Accounting for Uncertainty in Income Taxes - an
interpretation of FASB Statement 109" ("FIN 48"). FIN 48 establishes a single
model to address accounting for uncertain tax positions. FIN 48 clarifies the
accounting for income taxes by prescribing a minimum recognition threshold a tax
position is required to meet before being recognized in the financial
statements. FIN 48 also provides guidance on derecognition, measurement,
classification, interest and penalties, accounting in interim periods,
disclosure and transition. The Company adopted the provisions of FIN 48 on
January 1, 2007. Upon adoption, the Company recognized no adjustment in the
amount of unrecognized tax benefits. As of the date of adoption, the Company had
no unrecognized tax benefits. The Company's policy is to recognize interest and
penalties that would be assessed in relation to the settlement value of
unrecognized tax benefits as a component of income tax expense.

The Company and its subsidiary are subject to U.S. federal income tax as well as
income tax in multiple state jurisdictions. The Company is no longer subject to
U.S. federal income tax examinations for years before 2003 and state income tax
examinations before 2002. However, to the extent allowed by law, the tax
authorities may have the right to examine prior periods where net operating
losses were generated and carried forward, and make adjustments up to the amount
of the net operating loss carryforward amount. The Company is not currently
under Internal Revenue Service ("IRS") tax examination. The Company is not
currently under examination by any state jurisdictions.

6. NOTES PAYABLE AND LINE OF CREDIT - MAJORITY STOCKHOLDER
   -------------------------------------------------------

Note Payable - Majority Stockholder
-----------------------------------

On June 16, 2005, the members of the Board of Directors of the Company and Mr.
Lenfest, a director and the majority stockholder of the Company, extended the
maturity date of a promissory note in the principal amount of $541,000 issued by
the Company and currently held by Mr. Lenfest (the "Science Note") to January 1,
2011. The Science Note was originally issued by the Company to Science Dynamics
Corporation ("Science") and was payable December 31, 1996. In January 1995, Mr.
Lenfest purchased the Science Note from Science, and since then the maturity
date had been extended by the Company and Mr. Lenfest on a yearly basis. The
Science Note is non-interest bearing.

Line of Credit (2005 Note) - Majority Stockholder
-------------------------------------------------

On April 27, 2005, TelVue entered into a Line of Credit Note with Mr. Lenfest
(the "2005 Note"). The 2005 Note was secured to provide funding to grow the TVTN
Network. Under the terms of the 2005 Note, the Company may borrow, from time to
time, up to the maximum principal amount of the 2005 Note which is $3,800,000.
The minimum advance under the 2005 Note is $100,000 and the interest rate is
equal to the prime rate plus one percent (1%). The 2005 Note contains customary
events of default, including, among others, non-payment of principal and
interest and in the event the Company is involved in certain insolvency
proceedings. In the event of a default, all of the obligations of the Company
under the 2005 Note may be declared immediately due and payable. The Line of
Credit is unsecured and will expire six years from the date of the first
advance, which is November 23, 2011, unless extended or renewed. Principal and
interest on the 2005 Note are also due and payable on November 23, 2011. During
the year ended December 31, 2007, TelVue borrowed $1,600,000 under the terms of
the 2005 Note, bringing the outstanding borrowing under the 2005 Note to
$3,800,000, fully exhausting the Note. As of March 31, 2008, accrued interest
due on the 2005 Note was $523,796.

                                       10
<PAGE>

Line of Credit (2006 Note) - Majority Stockholder
-------------------------------------------------

On November 3, 2006, the Company entered into an additional Line of Credit Note
(the "2006 Note") with Mr. Lenfest, in the principal amount of $10,000,000.
Under this Line of Credit, the Company may request up to $5,000,000 for general
working capital and an additional $5,000,000 for purposes other than general
working capital upon mutual agreement by the Company and Mr. Lenfest. The
minimum advance under the 2006 Note is $100,000 and the interest rate is equal
to the prime rate plus one percent (1%). The 2006 Note contains customary events
of default, including, among others, non-payment of principal and interest and
in the event TelVue is involved in certain insolvency proceedings. In the event
of a default, all of the obligations of the Company under the 2006 Note may be
declared immediately due and payable. The 2006 Note is unsecured and will expire
six years from the date of the first advance under the 2006 Note unless extended
or renewed. Principal and interest are also due and payable six years from the
date of the first advance under the 2006 Note. As of March 31, 2008, the Company
has borrowed $9,600,000 under the 2006 Note with accrued interest of $723,998.
TelVue has been borrowing approximately $300,000 per month under the 2006 Note
and anticipates that the funds will be exhausted in May 2008.

On December 26, 2006, TelVue borrowed $400,000 from Mr. Lenfest under the 2006
Note to loan to PSG to fund their operating expenses (the "PSG Note"). The PSG
Note was a convertible note that bore interest at a rate of six percent (6%) per
annum. No payments of principal or interest were due until July 1, 2007. Under
the PSG Note, interest accrued through July 1, 2007 was to be added to the
principal. Interest was payable monthly from July 1, 2007 through January 1,
2008. The remaining balance was payable in forty eight (48) monthly installments
of principal and interest commencing February 1, 2008. The PSG Note was
scheduled to mature in January 2012. The Company had the option to convert the
unpaid principal balance of the PSG Note and all accrued interest into common
stock of PSG. In connection with the PSG Note, TelVue received a warrant, which
entitled TelVue to purchase 129,629 shares of common stock of PSG for $1.08 per
share. The warrant was to commence on July 1, 2007 and expire on December 31,
2016. The PSG Note was forgiven and the warrant was canceled on March 12, 2007,
in connection with TelVue's acquisition of all of the outstanding stock of PSG.

On March 12, 2007, PSG was acquired by TelVue for $6,100,000 and the forgiveness
of the PSG Note and cancellation of the warrant (described above). TelVue
borrowed the $6,100,000 from Mr. Lenfest under the 2006 Note. PSG develops high
performance digital video systems, appliances, and software that support
capture, storage, manipulation and play-out of digital media in multiple popular
formats. PSG markets its product to PEG TV and local origination broadcast
stations, professional broadcast stations and schools and universities. TelVue
acquired PSG as a complement to its TVTN Network with the objective being to
offer towns, municipalities and schools a packaged turnkey product of hardware
and software.

Line of Credit (2007 Note) - Majority Stockholder
-------------------------------------------------

As a result of the anticipated exhaustion of the line of credit under the 2006
Note, TelVue entered into an additional Line of Credit Note (the "2007 Note")
with Mr. Lenfest on December 21, 2007 in the principal amount of $2,300,000. The
minimum advance under the 2007 Note is $100,000 and the interest rate on the
2007 Note is equal to the prime rate plus one percent (1%). The 2007 Note
contains customary events of default, including, among others, non-payment of
principal and interest and in the event TelVue is involved in certain insolvency
proceedings. In the event of a default, all of the obligations of TelVue under
the 2007 Note may be declared immediately due and payable. The 2007 Note is
unsecured and will expire six years from the date of the first advance under the

                                       11
<PAGE>

2007 Note unless extended or renewed. Principal and interest on the 2007 Note
are also due and payable six years from the date of the first advance under the
2007 Note. As a result of exhausting the 2006 Note in May, TelVue expects to
begin drawing on the 2007 Note in June 2008.

7. RELATED PARTY TRANSACTIONS
   --------------------------

See Note 6, included herein, for information of related party transactions
between TelVue and its majority stockholder.

8. FINANCIAL DATA BUSINESS SEGMENT
   -------------------------------

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 segment ("TVTN/PSG") is a system for displaying a
fully automated TV station-like display on a cable system access channel using
computer based digital technology. The TVTN/PSG segment includes PSG, which was
acquired on March 12, 2007. PSG develops high performance digital video systems,
appliances, and software that support capture, storage, manipulation and
play-out of digital media in multiple popular formants.

Summarized financial information by reporting segment as of and for each of the
three months ended March 31, 2008 and 2007, is as follows:

Three months ended March 31, 2008        ANI          TVTN/PSG         Total
---------------------------------    -----------    -----------     -----------
Revenues .....................       $   306,357    $   449,500     $   755,857
Operating income/(loss) ......           153,467     (1,179,729)     (1,026,262)
Interest expense .............            42,966        212,247         255,213
Net income/(loss) ............            70,953     (1,650,574)     (1,579,621)
Capital expenditures .........                 -        126,669         126,669

Three months ended March 31, 2007        ANI          TVTN/PSG         Total
---------------------------------    -----------    -----------     -----------
Revenues .....................       $   338,755    $   273,641     $   612,396
Operating income/(loss) ......           140,455       (669,710)       (529,255)
Interest expense .............           (26,494)        94,886          68,392
Net income/(loss) ............           166,949       (764,596)       (597,647)
Capital expenditures .........                 -        196,353         196,353

9. COMMITMENTS AND CONTINGENCIES
   -----------------------------

The Company provided ANI service to Adelphia Communications ("Adelphia").
Adelphia filed for Chapter 11 bankruptcy on June 25, 2002. At the time of its
pre-bankruptcy filing, outstanding accounts receivable from Adelphia of $157,210
were due to the Company. During the fourth quarter of 2002, the Company
established a bad debt reserve of $78,605, representing 50% of the outstanding
balance due from Adelphia as of the bankruptcy filing date on June 25, 2002.
During August 2006, the Company received payments totaling $48,949 from Adelphia
which represented payment of a number of outstanding invoices at 100% of their
value. Because these invoices had a previously established bad debt reserve of
50% of their value, the Company reduced the bad debt reserve by $24,474 at
September 30, 2006. In February 2007, the Company received payment in full for
all outstanding invoices including accrued interest. The payment was made
partially in cash, with the remainder being paid through the issuance of Time
Warner Cable stock with a value of $63,719 at the time of the payment.

                                       12
<PAGE>

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

This Quarterly Report contains certain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended, which are intended to be
covered by the safe harbors created thereby. All forward-looking statements
involve risks and uncertainty, including without limitation, the ability of the
Company to continue its growth strategy, increases in costs of labor, and
employee benefits, as well as general market conditions and competition.
Although the Company believes that the assumptions underlying the
forward-looking statements contained herein are reasonable, any of the
assumptions could be inaccurate, and therefore, there can be no assurance that
the forward-looking statements included in this Quarterly Report will prove to
be accurate. In light of the significant uncertainties inherent in the
forward-looking statements included in this Quarterly Report, the inclusion of
such information should not be regarded as a presentation by the Company or any
other person that the objectives and plans of the Company will be achieved.

OVERVIEW OF COMPANY:

TelVue operates two business segments. The first segment ("TVTN/PSG") includes
TelVue Virtual Television Networks ("TVTN"), which is a system for displaying a
fully automated TV station-like display on a cable system access channel using
computer based digital technology. The TVTN/PSG segment also includes Princeton
Server Group, Inc. ("PSG"), which was acquired on March 12, 2007. PSG develops
high performance digital video systems, appliances, and software that support
capture, storage, manipulation and play-out of digital media in multiple popular
formats. The second and legacy 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").

In 2003, TelVue developed the TVTN product and service and has applied for three
patents related to the product. 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 and
school districts as a means of providing richer and more robust TV programming
for their local Cable TV Public, Education and Government Local Access Channels
("PEG Channels"). Currently, most municipalities use a simple TV display made up
of only text messages with background music. TelVue directly charges the
municipalities a nominal start-up and monthly support fee along with a
sponsorship program that finds regional and national businesses as sponsors or
underwriters for TVTN clients to help defray TVTN charges. In return, the TVTN
client places an acknowledgement of the sponsor's support on its town or
school's access channel. While TVTN specializes in creating a customized look
for the PEG Channels and provides localized and dynamic content, PSG provides
digital server technology to store, schedule, archive and playback video during
the video content time allocated on the PEG Channel. TelVue acquired PSG because
it believes PSG and TVTN together will provide a complete technology and support
solution to owners and operators of PEG Channels. As a compliment to the TVTN
service, TelVue has introduced technology enabling local emergency management
officials to send emergency messages by e-mail to residents' cell phones and
computers. This four-in-one technology provides simultaneous phone, e-mail,
website and television notification. The new capability will be available
exclusively to residents in towns affiliated with TVTN. Recently, TelVue
commenced a change in sales strategy to incorporate a third-party reseller
network or VAR (Value-added reseller) sales distribution method. This method

                                       13
<PAGE>

broadens TelVue's sales reach by employing locally based re-sellers to create
sales opportunities, supported by our sales staff, which should increase sales
while reducing and delaying some sales expenses until a sale is consummated.
This change in strategy resulted in a restructuring of our sales department,
reducing direct sales staff and management by 50%.

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. TelVue provides the ANI
service through equipment it purchases. TelVue's equipment for providing the ANI
service nationwide is located at TelVue's home office in Mt. Laurel, New Jersey.
TelVue serves cable television systems across the United States via trunk lines
and data circuits that it currently leases from Verizon. TelVue believes it
receives a favorable trunk usage rate from Verizon.

As discussed in Note 1 of the Notes to Consolidated Financial Statements,
conditions exist that cast doubt about the Company's ability to continue as a
"going concern". In order to fund operations, the Company relies on funds drawn
on lines of credit held by the Company with the Company's majority stockholder,
Mr. Lenfest. Based on the Company's current draw-down rate, the funds remaining
in the current lines of credit are not sufficient to sustain the Company's
operations for the next 12 month period. Funding the Company's future capital
requirements will depend on numerous factors including, but not limited to, the
Company receiving continued financial support from Mr. Lenfest, which he has not
committed to at this time, or seeking other outside alternatives.

RESULTS OF OPERATIONS:

The following discussion deals with the decrease in operating income for the
three months ended March 31, 2008, compared to the three months ended March 31,
2007, and the reasons for the decrease. TelVue further discusses the continued
loss of its subscriber base for the ANI service when comparing the three months
ended March 31, 2008 to the three months ended March 31, 2007. The subscriber
decline is the result of cable operators moving to digital services which limit
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. TelVue also discusses the marketing of its TVTN/PSG service and
the growth in TVTN/PSG revenue and expenses.

The TVTN/PSG service had an operating loss of $1,179,729 for the three months
ended March 31, 2008, compared to an operating loss of $669,710 for the three
months ended March 31, 2007, primarily due to the inclusion of the PSG operation
for the full calendar quarter in 2008 as opposed to only the period under TelVue
ownership (March 12-31) in 2007. TVTN/PSG service revenue increased $175,859 for
the three months ended March 31, 2008, compared to the same period of 2007. The
majority of the revenue increases were attributed to the PSG operating unit,
which was acquired on March 12, 2007. Revenue was recognized for the full
calendar quarter of 2008, whereas 2007 revenue was recognized only for the
period under TelVue ownership. To help speed TVTN penetration, shorten the sale
cycle, and assist clients in finding funding for the TVTN service, TelVue offers
a sponsorship program that finds regional and local businesses as sponsors or
underwriters for TVTN clients to help defray TVTN charges. In return, the TVTN
client places an acknowledgement of the sponsor's support on its town or
school's access channel. Many towns have adopted this method of funding the cost
of the TVTN service. As of March 31, 2008, TVTN was providing service to 139
towns/schools/retirement communities compared to 112 towns at March 31, 2007.
TelVue is marketing the TVTN service nationally with an initial focus in New
Jersey, Pennsylvania and Delaware. TelVue has sold the service to clients in
California, Florida, Georgia, Maryland, Massachusetts, New York, North Carolina,
Texas, Virginia and Washington. The remaining TVTN customers are in the New

                                       14
<PAGE>

Jersey, Pennsylvania and Delaware areas. PSG's traditional marketing efforts
have been at conferences, seminars and trade shows, in addition to the use of
direct mail and referrals. PSG has sold equipment in 34 different states and the
District of Columbia. Cost of revenues for the TVTN/PSG service increased
$203,935 for the three months ended March 31, 2008, when compared to the same
period of 2007, mainly as a result of the expenses associated with the PSG
operating unit. Selling expenses related to the TVTN/PSG service increased
$62,030 for the three months ended March 31, 2008, when compared to the same
period of 2007. This increase was a result of the addition of expenses related
to the PSG operating unit, offset by savings in commissions, consulting/outside
services and outside advertising related to the TVTN operating unit. TVTN/PSG
general and administrative expenses increased $515,225 for the three months
ended March 31, 2008 when compared to the same period of 2007. This increase was
primarily a result of allocating a larger portion of rent and other operational
expenses to the TVTN/PSG segment, along with executive search fees paid for
newly hired employees, higher legal fees and the addition of the expenses
related to the PSG operating unit. As with many start-up ventures, management
anticipates that expenses will continue to grow as the operations and marketing
efforts for the TVTN/PSG service increase.

The ANI segment had operating income of $153,467 for the three months ended
March 31, 2008, compared to $140,455 for the three months ended March 31, 2007.
The increase in operating income was mainly a result of a change in methodology
regarding the allocation of expenses whereby a higher percentage of expenses are
allocated to the TVTN/PSG segment. This was offset by a decrease of $32,398 in
service revenue for the three month period ended March 31, 2008, when compared
to the same period of 2007. As expected, pay-per-view buy revenue decreased
$6,802 for the three months ended March 31, 2008, and feature revenue decreased
$22,808 for the three months ended March 31, 2008 when compared to the same
periods of 2007. These decreases were mainly due to a reduction in the number of
subscribers served during this period when compared to 2007 (as discussed
below). 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.

As of March 31, 2008, TelVue was serving approximately 4.6 million full-time
cable subscribers compared to approximately 4.8 million full-time cable
subscribers served as of March 31, 2007. The cable operators cancelled the ANI
service primarily as a result of moving their subscribers onto two-way digital
service which allows the cable operator to process ordering of pay-per-view
movies and events directly from its customers without using TelVue's ANI
service. Management believes the long-term effects of deployment of digital
two-way service will continue to negatively impact the TelVue ANI service. As a
result of the cable and satellite subscriber cancellations noted above, TelVue
expects to continue to decrease its revenue and operating income indefinitely
for its ANI segment.

ANI cost of revenues decreased $5,106 for the three months ended March 31, 2008,
when compared to the same period of 2007. This decrease was primarily due to
savings in compensation expenses as a result of allocating more of the technical
payroll and benefits to the TVTN/PSG segment, offset by higher trunk line
expenses. Selling expenses related to the ANI service decreased $16,442 for the
three months ended March 31, 2008 when compared to the same period of 2007. This
decrease was primarily the result of savings in compensation related to the
change in allocation methodology, in addition to lower commission and travel and
entertainment expenses. ANI segment general and administrative expenses
decreased $17,558 for the three months ended March 31, 2008, when compared to
the same period of 2007, primarily a result of the previously mentioned change
in allocation methodology.

                                       15
<PAGE>

TelVue had a net loss of $1,579,621 for the three months ended March 31, 2008,
compared to a net loss of $597,647 for the three months ended March 31, 2007,
primarily due to the inclusion of the PSG operation for the full calendar
quarter in 2008 as opposed to only the period under TelVue ownership (March
12-31) in 2007. At March 31, 2008 and 2007, TelVue recorded valuation allowance
increases of $673,000 and $412,338, respectively, to reduce its deferred tax
asset to zero. The valuation allowances were recorded due to the uncertainty as
to whether future net income would be generated that would utilize TelVue's net
operating loss carry forward. TelVue's federal net operating loss carry forward
was approximately $8,800,000 on a tax-reporting basis as of March 31, 2008 (see
Note 5 of TelVue's accompanying financial statements).

TelVue purchased $126,669 of equipment during the three months ended March 31,
2008 compared to $196,353 purchased during the three months ended March 31,
2007. The majority of the equipment purchased during the three months ended
March 31, 2008 and 2007 was for software development and equipment related to
the TVTN/PSG segment. Depreciation and amortization expense increased $196,530
for the three months ended March 31, 2008, as a result of the capital purchases,
in addition to the amortization expense related to the PSG intangible assets.
Depreciation and amortization accounted for 19% of total operating expenses for
the three months ended March 31, 2008.

As of March 31, 2008, TelVue maintained a bad debt reserve in the amount of
$6,961, compared to a reserve of $5,758 as of March 31, 2007. The reserve was
calculated based on the estimate that 1.5% of outstanding receivables would not
be collected.

TelVue's days for sales in average accounts receivable was 47 days at March 31,
2008, compared to 48 days at March 31, 2007. TelVue does not offer incentives or
discounts to its customers, nor has it changed its credit terms with its
customers for its TVTN or ANI services. A 2% cash, 1% net 15 days discount is
offered by PSG for payments related to equipment purchases. TelVue had negative
cash flow from operating activities of $1,042,251 for the three months ended
March 31, 2008. The decrease in cash flow compared to 2007 was primarily due to
a reduction in ANI service revenue and an increase in TVTN/PSG expenses (as
described above).

LIQUIDITY AND CAPITAL RESOURCES:

Since November 2, 1989, TelVue has funded its expansion and operating deficit
from the proceeds of the sale of shares of TelVue's common stock and Preferred
Stock (as defined below) to Mr. H.F. Lenfest, TelVue's majority stockholder, and
from loans from Mr. Lenfest.

During January 1995, Mr. Lenfest purchased from Science Dynamics Corporation
("Science"), TelVue's non-interest bearing note in the amount of $541,000 (the
"Science Note"). The Science Note was originally issued by TelVue to Science and
was payable December 31, 1996. The maturity date of the Science Note had been
extended by TelVue and Mr. Lenfest on a yearly basis. On June 16, 2005, the
members of the Board of Directors of TelVue and Mr. Lenfest extended the
maturity date of the Science Note to January 1, 2011.

On April 27, 2005, TelVue entered into a Line of Credit Note (the "2005 Note)
with Mr. Lenfest. The 2005 Note was secured to provide funding to grow the TVTN
Network. Under the terms of the 2005 Note, TelVue may borrow, from time to time,
up to the maximum principal amount of the 2005 Note which is $3,800,000. The
minimum advance under the 2005 Note is $100,000 and the interest rate of the
2005 Note is equal to the prime rate plus one percent (1%). The 2005 Note
contains customary events of default, including, among others, non-payment of
principal and interest and in the event TelVue is involved in certain insolvency

                                       16
<PAGE>

proceedings. In the event of a default, all of the obligations of TelVue under
the 2005 Note may be declared immediately due and payable. The 2005 Note is
unsecured and will expire six years from the date of the first advance, which is
November 23, 2011, unless extended or renewed. Principal and interest on the
2005 Note are also due and payable on November 23, 2011. During the year ended
December 31, 2007, TelVue borrowed $1,600,000 under the terms of the 2005 Note,
bringing outstanding borrowings under the 2005 Note to $3,800,000 and accrued
interest on the borrowings to $444,727 as of December 31, 2007, fully exhausting
this note.

As a result of the anticipated exhaustion of the credit under the 2005 Note,
TelVue entered into an additional Line of Credit Note (the "2006 Note") with Mr.
Lenfest on November 3, 2006, in the principal amount of $10,000,000. Under the
2006 Note, TelVue may request up to $5,000,000 for general working capital.
TelVue may request up to an additional $5,000,000 available under the 2006 Note
for purposes other than general working capital upon mutual agreement by TelVue
and Mr. Lenfest. The minimum advance under the 2006 Note is $100,000 and the
interest rate on the 2006 Note is equal to the prime rate plus one percent (1%).
The 2006 Note contains customary events of default, including, among others,
non-payment of principal and interest and in the event TelVue is involved in
certain insolvency proceedings. In the event of a default, all of the
obligations of TelVue under the 2006 Note may be declared immediately due and
payable. The 2006 Note is unsecured and will expire six years from the date of
the first advance under the 2006 Note unless extended or renewed. Principal and
interest on the 2006 Note are also due and payable six years from the date of
the first advance under the 2006 Note, which was December 26, 2006. As of March
31, 2008, the Company had borrowed $9,600,000 under the 2006 Note with accrued
interest in the amount of $723,998. TelVue has been borrowing approximately
$300,000 per month under the 2006 Note and anticipates that the funds will be
exhausted in May 2008.

As a result of the anticipated exhaustion of the line of credit under the 2006
Note, TelVue entered into an additional Line of Credit Note (the "2007 Note")
with Mr. Lenfest on December 21, 2007, in the principal amount of $2,300,000.
The minimum advance under the 2007 Note is $100,000 and the interest rate on the
2007 Note is equal to the prime rate plus one percent (1%). The 2007 Note
contains customary events of default, including, among others, non-payment of
principal and interest and in the event TelVue is involved in certain insolvency
proceedings. In the event of a default, all of the obligations of TelVue under
the 2007 Note may be declared immediately due and payable. The 2007 Note is
unsecured and will expire six years from the date of the first advance under the
2007 Note unless extended or renewed. Principal and interest on the 2007 Note
are also due and payable six years from the date of the first advance under the
2007 Note. As a result of exhausting the 2006 Note in May, TelVue expects to
begin drawing on the 2007 Note in June 2008.

On December 26, 2006, TelVue borrowed $400,000 from Mr. Lenfest under the 2006
Note to loan to PSG to fund their operating expenses (the "PSG Note"). The PSG
Note was a convertible note that bore interest at a rate of six percent (6%) per
annum. No payments of principal or interest were due until July 1, 2007. Under
the PSG Note interest accrued through July 1, 2007 was to be added to the
principal. Interest was payable monthly from July 1, 2007 through January 1,
2008. The remaining balance was payable in forty eight (48) monthly installments
of principal and interest commencing February 1, 2008. The PSG Note was
scheduled to mature in January 2012. TelVue had the option to convert the unpaid
principal balance of the note and all accrued interest into common stock of PSG.
In connection with the PSG Note TelVue received a warrant, which entitled TelVue
to purchase 129,629 shares of common stock of PSG for $1.08 per share. The
warrant was to commence on July 1, 2007 and expire on December 31, 2016. The PSG
Note was forgiven and the warrant was canceled on March 12, 2007, in connection
with TelVue's acquisition of all of the outstanding stock of PSG.

                                       17
<PAGE>

On March 12, 2007, PSG was acquired by TelVue for $6.1 million and the
forgiveness of the PSG Note (described above). TelVue borrowed $6.1 million from
Mr. Lenfest under the 2006 Note. PSG develops high performance digital video
systems, appliances, and software that support capture, storage, manipulation
and play-out of digital media in multiple popular formats. PSG markets their
product to PEG TV and local origination broadcast stations, professional
broadcast stations and schools and universities. TelVue acquired PSG as a
complement to its TVTN Network with the objective being to offer towns,
municipalities and schools a packaged turnkey product of hardware and software.

On June 16, 2005, Mr. Lenfest, the holder of all of TelVue's outstanding Class A
Redeemable Convertible Preferred Stock (the "Preferred Stock"), informed TelVue
of his intent to convert all of his 3,518,694 shares of Preferred Stock into
TelVue's common stock. Each share of Preferred Stock was convertible into 6.667
shares of common stock. The conversion of the Preferred Stock to common stock
occurred on August 2, 2005, upon Mr. Lenfest's delivery of the Preferred Stock
in the form of a lost certificate affidavit. As a result of the conversion,
TelVue issued 23,459,133 shares of common stock to Mr. Lenfest. Mr. Lenfest's
beneficial ownership interest in the common stock of TelVue, after the
cancellation of the warrants to purchase common stock described below, was
approximately 78.5 percent as of December 31, 2007. The Preferred Stock was
eliminated and is included as 23,459,133 shares of common stock in the
stockholders' equity section of the balance sheet. On August 21, 2006, the Board
of Directors, with Mr. Lenfest abstaining from the action, waived the two year
holding period required to receive the full voting power of ten votes per share
for the 23,459,133 shares of common stock Mr. Lenfest received for the
conversion of his Preferred Stock.

The Preferred Stock had a par value of $1 per share and provided for a
cumulative six percent (6%) semiannual dividend. The dividend was payable in
cash or additional shares of Preferred Stock at $1 per share, at TelVue's
option. TelVue had accrued dividends on the Preferred Stock since the beginning
of 1998, but no dividends had been paid. On June 16, 2005, Mr. Lenfest agreed to
relinquish his right to all accrued but unpaid dividends attributable to the
Preferred Stock. Therefore, $3,061,269 of accrued dividends was reversed and is
included in stockholders' equity as a decrease to TelVue's accumulated deficit.

On June 16, 2005, the members of the Board of Directors of TelVue and Mr.
Lenfest agreed to terminate a Warrant Agreement between Mr. Lenfest and TelVue.
Pursuant to the Warrant Agreement, Mr. Lenfest had the right to purchase up to
29,915,160 shares of TelVue's common stock for $.01 per share, the fair market
value of the common stock on the grant date. The Warrant Agreement was entered
into on March 15, 1991, in connection with a prior line of credit to TelVue
provided by Mr. Lenfest.

TelVue's ability to fully fund its operating expenses has suffered by the loss
of a large number of its subscriber base for the ANI service. As discussed
above, TelVue anticipates a continued decrease in revenue and an increase in net
loss for the ANI service. In order to continue to fund a majority of its ANI
operating expenses, TelVue needs to retain its current subscriber base level.
Management believes that over time, continued erosion will occur in the
subscriber base. During the year ended December 31, 2007, TelVue had 1,547,000
full and part-time subscribers cancel service and only 92,000 new subscribers
were added to the ANI service. The cable operators cancelled the ANI service
primarily as a result of moving their subscribers onto two-way digital service.

TelVue has been, and continues to be, dependent upon Mr. Lenfest for funds to
pay the majority of operating and capital expenditures for TVTN as well as the
newly acquired PSG subsidiary. As discussed above, the financing from Mr.
Lenfest under the 2005 Note has been exhausted, and TelVue believes that the
financing from Mr. Lenfest under the 2006 Note will be exhausted in May 2008. As

                                       18
<PAGE>

a result of this, TelVue secured the 2007 Note from Mr. Lenfest to help TelVue
grow TVTN to a profitable level. The 2005 Note has helped, and the 2006 Note and
2007 Note will help, to fund the growth of TVTN and the PSG subsidiary, as well
as fund the ANI service in the event it becomes cash flow negative. While
maintaining the ANI pay-per-view ordering business, TelVue intends to continue
to aggressively market and sell TVTN and PSG service. However, there can be no
assurance that its marketing efforts will be successful.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

TelVue, a smaller reporting company, is not required to provide information
required by this Item.

ITEM 4.  CONTROLS AND PROCEDURES

(a) Evaluation of Disclosure Controls and Procedures. TelVue's Chief Executive
Officer and its Treasurer (Controller), have evaluated the effectiveness of
TelVue's disclosure controls and procedures (as defined in the Securities
Exchange Act of 1934 Rules 13a-15(e) and 15d-15(e) of the Securities Exchange
Act of 1934, as amended) as of the end of the period covered by this report.
Based upon that evaluation, TelVue's Chief Executive Officer and its Treasurer
(Controller) have concluded that 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 TelVue, particularly during
the period in which this quarterly report on Form 10-Q was being prepared.

(b) Changes in Internal Controls. During the quarterly period covered by this
report, there were no changes in TelVue's internal control over financial
reporting that has materially affected, or is reasonably likely to materially
affect TelVue's internal control over financial reporting.


PART II. OTHER INFORMATION

ITEM 6.  EXHIBITS

3.1      Certificate of Incorporation of TelVue (incorporated by reference to
         TelVue's Registration Statement on Form S-8, filed with the Securities
         and Exchange Commission on April 20, 1989 (the "Registration
         Statement"), File No. 333-28263).

3.2      Bylaws of TelVue (incorporated by reference to TelVue's Registration
         Statement, File No. 333-288263).

3.3      Certificate of Amendment of Certificate of Incorporation of TelVue,
         dated April 11, 1990 (incorporated by reference to TelVue's Annual
         Report on Form 10-K for the year ended December 31, 1991, (the "1991
         Form 10-K"), File No. 000-17170).

3.4      Certificate of Amendment of Certificate of Incorporation of TelVue,
         dated March 15, 1991 (incorporated by reference to the 1991 Form 10-K,
         File No. 000-17170).

3.5      Form of copy of Amendment of Certificate of Incorporation of TelVue,
         filed September 25, 1995 (incorporated by reference to the TelVue's
         Form 10-QSB for the period ended September 30, 1995, (the September 30,
         1995 Form 10-QSB, File No. 000-17170).

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"), File No.
         000-17170).

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<PAGE>

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")
         File No. 000-17170).

4.3      Form of NQSO Option Agreement issued pursuant to the 1999 Stock Option
         Plan (incorporated by reference to the 1999 Form 10-KSB, File No.
         000-17170).

4.4      Certificate of Designation of Class A Preferred Stock (incorporated by
         reference to the September 30, 1990 Form 10-Q, File No. 000-17170).

4.5      Warrant Termination Agreement, dated June 16, 2005, by and between
         TelVue and H.F. (Gerry) Lenfest (incorporated by reference to the
         September 30, 2005 Form 10-QSB, File No. 000-17170).

4.6      Waiver by H.F.(Gerry) Lenfest, waiving the right to receive past,
         present or future dividends with respect to the TelVue's Class A
         Redeemable Convertible Preferred Stock (incorporated by reference to
         the September 30, 2005 Form 10-QSB, File No.000-17170).

10.1     Distributorship Agreement, dated November 2, 1989, between the Company
         and Science (incorporated by reference to the 1989 Form 10-K, File No.
         000-17170).

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"), File No.
         000-17170).

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, File No. 000-17170).

10.4     Option Agreement, dated November 2, 1989, among TelVue and certain of
         its stockholders (incorporated by reference to the 1989 Form 8-K, File
         No. 000-17170).

10.5     Lease Agreement dated April 25, 1991 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, File No. 000-17170).

10.6     Second Amendment to Office Lease Agreement Dated May 5, 1999, between
         TelVue and Bloom Associates (incorporated by reference to the 1999 Form
         10-KSB, File No. 000-17170).

10.7     Third Amendment to Office Lease Agreement Dated April 28, 2004, between
         TelVue and Bloom Associates (incorporated by reference to the June 30,
         2006 Form 10-QSB, File No. 000-17170).

10.8     Fourth Amendment to Office Lease Agreement Dated April 19, 2006,
         between TelVue and The Bloom Organization of South Jersey, LLC
         (incorporated by reference to the June 30, 2006 Form 10-QSB, File No.
         000-17170).

10.9     Asset Purchase Agreement by and among TelVue and 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, File No. 000-17170).

                                       20
<PAGE>

10.10    Retirement Agreement dated April 29, 2004 between TelVue and Frank J.
         Carcione (incorporated by reference to the December 31, 2004 Form
         10-KSB (the "2004 Form 10-KSB"), File No. 000-17170).

10.11    Summary of Director Compensation (incorporated by reference to the 2004
         Form 10-KSB, File No. 000-17170).

10.12    Summary of Executive Compensation, as amended (incorporated by
         reference to the December 31, 2007 Form 10-KSB, File No. 000-17170).

10.13    Line of Credit Note, dated April 27, 2005, between H.F. (Gerry) Lenfest
         and TelVue (incorporated by reference to the Form 8-K filed on May 3,
         2005, File No. 000-17170).

10.14    Amended and Restated Promissory Note, in the principal amount of
         $541,000, dated June 16, 2005, between H.F. (Gerry) Lenfest and TelVue
         (incorporated by reference to the September 30, 2005 Form 10-QSB, File
         No. 000-17170).

10.15    Line of Credit Note, dated November 3, 2006, between H.F. (Gerry)
         Lenfest and TelVue (incorporated by reference to the Form 8-K filed on
         November 3, 2006, File No. 000-17170).

10.16    Stock Purchase Agreement by and among TelVue and Princeton Server
         Group, Inc. dated March 12, 2007 (incorporated by reference to the
         March 13, 2007 Form 8-K, File No. 000-17170).

10.17    Convertible Note for $400,000 dated December 26, 2006 issued to TelVue
         by the Princeton Server Group, Inc. (incorporated by reference to the
         December 31, 2006 Form 10-KSB, File No. 000-17170).

10.18    Separation Agreement by and between TelVue and Stanley Greene, dated
         December 29, 2006 (incorporated by reference to the December 31, 2006
         Form 10-KSB, File No. 000-17170).

10.19    Separation Agreement by and between TelVue and Irene DeZwaan, dated
         February 8, 2007 (incorporated by reference to the December 31, 2006
         Form 10-KSB, File No. 000-17170).

10.20    Amendment of Form 8-K filed by TelVue Corporation ("TelVue") on March
         13, 2007 (the "Original 8-K") to include the information required by
         Item 9.01 of the Form 8-K in connection with TelVue's acquisition of
         Princeton Server Group, Inc. ("PSG") incorporated by reference to the
         May 12, 2007 Form 8-K/A, File No. 000-17170).

10.21    Line of Credit Note, dated December 21, 2007, between H.F. (Gerry)
         Lenfest and TelVue (incorporated by reference to the Form 8-K filed on
         December 21, 2007, File No. 000-17170).

11.      Statement re: Computation of Per Share Earnings (see TelVue's March 31,
         2008 Financial Statements included herein).

23.      Consent of Pressman Ciocca Smith LLP, Independent Registered Public
         Accounting Firm (incorporated by reference to the 2007 Form 10-KSB,
         File No. 000-17170).

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).

                                       21
<PAGE>

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).


                                   SIGNATURES

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

                                        TELVUE CORPORATION


DATED:  May 15, 2008               By:  /s/ Joseph M. Murphy
                                        --------------------
                                        Joseph M. Murphy
                                        President (Chief Executive Officer)


DATED:  May 15, 2008               By:  /s/ John Fell
                                        -------------
                                        John Fell
                                        Treasurer (Controller)


                                  EXHIBIT INDEX

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.

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.

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.

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.


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