EXHIBIT INDEX APPEARS ON PAGE         



                     U.S. SECURITIES AND EXCHANGE COMMISSION

                               Washington, DC  20549

                                    FORM 10-QSB

                 Quarterly Report Under Section 13 or 15(d) of the
                          Securities Exchange Act of 1934

                 For the quarterly period ended March 31, 1998

                          Commission File Number: 0-17170


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




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



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

Issuer's telephone number, including area code:(609) 273-8888

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

Number of shares of registrant's common stock outstanding as of May 11, 
1998: 23,814,500 shares.

Transitional Small Business Disclosure Form:  Yes       No   X  
                                                  ------   ------
This report includes a total of 15 pages.

<PAGE>
                         TELVUE CORPORATION
 
                                       INDEX
    
                                                                      PAGE
                                                                       NO.
                                                                      -----

PART I.   FINANCIAL INFORMATION


          Item 1.  Financial Statements

          Balance Sheets as of March 31, 1998
          (unaudited) and as of December 31, 1997

          Statements of Operations for the three 
          months ended March 31, 1998 (unaudited)
          and March 31, 1997 (unaudited)

          Statements of Cash Flows for the three
          months ended March 31, 1998 (unaudited)
          and March 31, 1997 (unaudited)             

          Notes to Financial Statements (unaudited)            


PART II.  OTHER INFORMATION

          Item 6.  Exhibits and Reports on Form 8-K                         
              














<PAGE>
<PAGE>
<TABLE>

PART I.  Financial Information
ITEM I.  Financial Statements

                                 TELVUE CORPORATION
                                   BALANCE SHEETS

                                                   March 31,     December 31,
                                                     1998            1997
                                                 -------------   ----------- 
<S>                                              <C>             <C>        

ASSETS                                            (Unaudited)              *
        
CURRENT ASSETS
  Cash and cash equivalents                      $   202,206     $   445,368
  Accounts receivable - trade                        945,438         922,737
  Other receivables                                    4,703           5,281
  Prepaid income taxes                                13,000            -
  Deferred tax asset                                 403,987         477,987
  Other current assets                                29,246          10,898
                                                 -----------      -----------
     TOTAL CURRENT ASSETS                          1,598,580       1,862,271

PROPERTY AND EQUIPMENT
  Machinery and equipment                          4,621,001       4,534,168
  Less accumulated depreciation                    2,856,492       2,639,651
                                                 -----------     -----------
                                                  1,764,509        1,894,517

DEFERRED TAXES, net                               2,027,450       2,027,450

SECURITY DEPOSITS                                      9,300          9,300 
                                                 -----------     -----------
                                                 $ 5,399,839     $5,793,538
                                                 ===========     ===========

LIABILITIES AND STOCKHOLDERS' DEFICIT

CURRENT LIABILITIES
  Notes payable-majority stockholder-current     $ 1,800,000     $ 1,800,000
  Accounts payable - trade                           332,954         422,527
  Accounts payable - equipment                        50,193           1,324
  Accrued expenses                                   199,722         192,305
  Accrued dividends                                  105,561            -
  Income taxes payable                                   -            12,000
  Deferred trunk credit                              132,550         164,200
                                                  -----------    -----------
     TOTAL CURRENT LIABILITIES                     2,620,980       2,592,356

NOTES PAYABLE - MAJORITY STOCKHOLDER               1,969,712       2,519,712

ACCRUED INTEREST - MAJORITY STOCKHOLDER            2,327,925       2,187,721

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

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' DEFICIT
  Common stock, $.01 par value, 100,000,000 
  shares authorized, 23,814,500 shares
  issued and outstanding                             238,145         238,145
  Additional paid-in capital                       1,516,335       1,516,335
  Accumulated deficit                             (6,791,952)     (6,779,425)
                                                 -----------     -----------
                                                 (5,037,472)      (5,024,945)
                                                 -----------     -----------
                                                 $ 5,399,839     $ 5,793,538
                                                 ===========     ===========



*  Derived from audited financial statements.

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

<PAGE>

                                   TELVUE CORPORATION
                                STATEMENTS OF OPERATIONS
                                       (UNAUDITED)


                                                Three Months Ended March 31,
                                                ----------------------------
                                                     1998            1997
                                                     ----            ----
REVENUES                                         $ 1,601,353     $ 1,542,844
        
OPERATING EXPENSES
  Service                                            754,015         771,324
  Selling and marketing                              169,781         134,532
  General and administrative                         160,654         162,245
  Depreciation                                       216,841         197,976
                                                 -----------     -----------
                                                   1,301,291       1,266,077
                                                 -----------     -----------

OPERATING INCOME                                     300,062         276,767 

OTHER INCOME (EXPENSE)
  Interest income                                      7,176          10,409
  Interest expense                                  (140,204)       (127,904)
                                                    -----------   -----------
                                                    (133,028)       (117,495)
                                                   -----------   -----------

INCOME BEFORE INCOME TAXES                           167,034         159,272 

(INCOME TAX) INCOME TAX BENEFIT                      (74,000)       1,070,000
                                                   ---------      -----------

NET INCOME                                            93,034       1,229,272 

DIVIDENDS ON REDEEMABLE
  CONVERTIBLE PREFERRED STOCK                       (105,561)        (89,569)
                                                 ------------    ------------

NET INCOME (LOSS) AVAILABLE TO 
  COMMON STOCKHOLDERS                             $   (12,527)   $ 1,139,703 
                                                 ============    ============

NET INCOME (LOSS) PER COMMON SHARE  
  BASIC                                                ($.00)           $.05 
                                                 ============    ============
  DILUTED                                              ($.00)           $.02
                                                 ============    ============ 
    
WEIGHTED AVERAGE NUMBER OF COMMON 
  SHARES OUTSTANDING                               23,814,500      23,794,500
                                                  ===========     ===========






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

                                   TELVUE CORPORATION
                                STATEMENTS OF CASH FLOWS
                                    (UNAUDITED)


                                                Three Months Ended March 31, 
                                                ----------------------------
                                                     1998            1997   
                                                     ----            ---- 

CASH FLOWS FROM OPERATING ACTIVITIES 
  Net Income                                     $    93,034     $ 1,229,272 
  Adjustments to reconcile net income to 
   net cash provided by operating activities:
    Depreciation                                     216,841         197,976
    Deferred taxes                                    74,000      (1,070,000)
 Changes in assets and liabilities:
   Decrease (increase) in -
    Accounts receivable - trade                      (22,701)         5,244 
    Other receivable                                     578        284,767 
    Prepaid income taxes                             (13,000)           -
    Other current assets                             (18,348)        (6,746)
    Security deposits                                    -             (500)
   Increase (decrease) in -
    Accounts payable - trade                         (89,573)       160,855
    Accounts payable - equipment                      48,869        (79,921)
    Accrued expenses                                   7,417         (2,651)
    Income taxes payable                             (12,000)           -
    Deferred trunk credit                            (31,650)       (31,650)
    Accrued interest - majority stockholder          140,204        127,904
                                                 -----------     -----------
    NET CASH PROVIDED BY OPERATING
    ACTIVITIES                                       393,671        814,550
                                                 -----------     -----------

CASH FLOWS FROM INVESTING ACTIVITIES 
  Purchases of property and equipment                (86,833)       (101,388)
                                                  -----------     -----------


CASH FLOWS FROM FINANCING ACTIVITIES
   Debt reduction:
    Notes payable - majority stockholder            (550,000)       (650,000)
                                                 -----------     -----------
NET INCREASE (DECREASE) IN CASH AND
  CASH EQUIVALENTS                                  (243,162)         63,162 

CASH AND CASH EQUIVALENTS, 
  BEGINNING OF PERIOD                                445,368         668,367
                                                 -----------     -----------
CASH AND CASH EQUIVALENTS, END OF PERIOD         $   202,206     $   731,529
                                                 ===========     ===========






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

<PAGE>
 
                                     TELVUE CORPORATION 
                               NOTES TO 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 conformance with generally accepted
accounting principles 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, 1998, the results of
operations for the three months ended March 31, 1998 and 1997 and cash flows
for the three months ended March 31, 1998 and 1997.

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 the Company's Form 10-KSB report for the fiscal year ended December 31,
1997, as filed with the Securities and Exchange Commission.

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

2.  SUPPLEMENTAL CASH FLOW INFORMATION:
    -----------------------------------

Supplemental disclosures of cash paid during the period-

                                                     1998          1997
                                                     ----          ----  
             Income taxes                         $25,000          $  0
             Interest                             $     0          $  0

Non-cash Investing and Financing Transactions
---------------------------------------------
The Company accrued dividends on its redeemable convertible preferred stock
of 105,561 and 89,569 during the three months ended March 31, 1998 and 1997,
respectively.  During the three months ended March 31, 1998 and 1997, no
shares of preferred stock were issued in payment of preferred stock
dividends.

3.  EARNINGS (LOSS) PER COMMON SHARE:
    --------------------------------

Earnings (loss) per common share amounts are based upon the weighted average
number of common and common equivalent shares outstanding during the year. 
Common equivalent shares are excluded from the computation in periods in
which they have an antidilutive effect.

In February 1997, the Financial Accounting Standards Board issued SFAS 128
Earnings per Share ("SFAS 128"), which specifies the computation,
presentation, and disclosure requirements for earnings per share ("EPS").  It
replaces the presentation of primary and fully diluted EPS with basic and
diluted EPS.  Basic EPS excludes all dilution.  It is based upon the weighted
average number of common shares outstanding during the period.  Diluted EPS
reflects the potential dilution that would occur if securities or other
contracts to issue common stock were exercised or converted into common
stock.  The Company has adopted SFAS 128 as of the fourth quarter of 1997 and
has restated all previously reported per share amounts to conform to the new
presentation.


4.  DIVIDENDS ON REDEEMABLE CONVERTIBLE PREFERRED STOCK:
    ----------------------------------------------------

As of March 31, 1998, undeclared dividends on outstanding preferred stock
amounted to $105,561.


5.  CORPORATE INCOME TAXES:
    -----------------------

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

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

                                                  1998              1997
                                              -----------        ----------
Deferred
 Federal                                      $   (59,000)       $  (60,000)
 State                                            (15,000)          (15,000)
                                              -----------        ----------
                                                  (74,000)          (75,000)
 Valuation allowance decrease                         -           1,145,000
                                              -----------        ----------
                                              $   (74,000)       $1,070,000
                                              ===========        ==========

The Company has a net operating loss carryforward of approximately $4,800,000
on a tax reporting basis.  The carryforward will begin to expire in 2004, if
not utilized. 

Differences between the effective income tax rate and the statutory federal
income tax rate were primarily the result of the change in the valuation
allowance.

6.  NOTES PAYABLE AND ACCRUED INTEREST - MAJORITY STOCKHOLDER:
    ----------------------------------------------------------

As of March 31, 1998, the Company had various outstanding notes due to the
majority stockholder in the aggregate principal amount of $3,769,712 and
accrued interest due on these notes in the aggregate amount of $2,327,925. 
Effective as of March 31, 1998, the Company obtained from the majority
stockholder an extension to January 1, 2000, of his prior agreement not to
demand repayment of his loans or the accrued interest on the loans.  The
Company has decided to voluntarily make, and the majority stockholder has
agreed to accept, monthly payments against loan principal in the amount of
$150,000 through December 31, 1998.  The Company may make monthly principal
payments in excess of $150,000 when, in the opinion of management, the
Company has excess cash that is not needed to fund operations.  The Company
made principal payments of $550,000 during the three months ended March 31,
1998.  The Company has classified twelve payments of $150,000 each as a
current liability on the balance sheet.

7.  COMMITMENTS AND CONTINGENCIES
    -----------------------------

In April 1996, a former employee filed suit against the Company and its
majority stockholder, James T. Shelley vs. TelVue Corporation and H.F.
Lenfest, with the Superior Court of Burlington County, New Jersey, Civil
Action Number 01368-96.  The complaint alleges breach of contract, breach of
implied covenant of good faith and fair dealing detrimental reliance and
unjust enrichment.  The suit seeks damages for an unspecified amount for
compensation and compensatory damages.  Based upon correspondence from Mr.
Shelley's attorneys prior to filing the suit, the Company's legal counsel
believes that Mr. Shelley is seeking actual damages of approximately $400,000
for commissions, unpaid salary, stock options and other benefits.  The
Company believes the employee's claims are without merit and continues to
vigorously defend the suit brought against the Company.

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

<PAGE>
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
        
     TelVue Corporation (the "Company") is a marketing and service company
primarily selling automatic number identification ("ANI") telecommunications
services to the cable television industry for the automated ordering of
pay-per-view features and events (the "Service").  The Company provides the
Service through equipment it purchases. The Company also leases trunk
telephone lines from local and long distance telephone companies to connect
present cable television subscribers to the Company's National Point of
Presence ("National POP") for ordering the Service from their local cable
television systems.  The Company also leases data circuits from local and
long distance telephone companies to link the POPS to the cable systems'
billing vendors.

    The Company had income before income taxes of $167,034 for the quarter
ended March 31, 1998, compared $159,272 for the quarter ended March 31, 1997. 
The Company experienced a decrease in the average monthly buy rate from 24.2%
for the quarter ended March 31, 1997 to 19.5% for the quarter ended March 31,
1998.  The drop in the buy rate caused the pay-per-view buy revenue to
decrease $67,578 for the quarter ended March 31, 1998.  This is a result of
a cable industry wide drop in pay-per-view buy rates.  Although the pay-per-
view buy revenue decreased, the Company still had an overall increase in
service revenue of $58,509 for the quarter ended March 31, 1998 when compared
to the quarter ended March 31, 1997.  The growth in service revenue is
partially attributable to the Company serving approximately 1,100,000 more
full-time cable subscribers during the quarter ended March 31, 1998.  The
service revenue increase is also a result of an increase in National POP
feature revenue of $75,462,  as a result of both new and existing customers
using more optional features.  The Company had an increase in PPV+ revenue of
$76,116 for the quarter ended March 31, 1998.  The PPV+ revenue increased as
a result of offering more promotions and having more new and previously
existing customers using the PPV+ Service.

   The Company had net income of $93,034 for the quarter ended March 31,
1998.  Included in net income is income tax of $74,000 for the quarter ended
March 31, 1998 compared to an income tax benefit of $1,070,000 for the
quarter ended March 31, 1997.  The Company's income before income taxes is
$167,034 for the quarter ended March 31, 1998.  In 1997, the Company reduced
its deferred tax asset valuation allowance since the Company believes that it
will benefit from the full utilization of its net operating losses.  As of
December 31, 1997, the valuation allowance was reduced to zero and, as a
result, there will be no further reduction of the valuation allowance in 1998
and no further resulting tax benefit.   As of March 31, 1998, the Company's
net operating loss carryforward is approximately $4,800,000 on a tax
reporting basis (see Note 5 to the financial statements).

       Service expenses for the quarter ended March 31, 1998, decreased
$17,309 from the comparable 1997 period.  The decrease in service expenses is
partially attributable to a decrease in 800 number database expenses of
$9,693 as a result of an FCC rate restructuring and a decrease in data link
expense of $16,785 primarily as a result of customers consolidating their
billing centers.  These decreases are partially offset by increases in other
service expense categories.

     As of March 31, 1998, the Company was serving approximately 9,800,000
full-time cable subscribers and 1,300,000 part-time subscribers on the
National POP compared to approximately 8,700,000 full-time cable subscribers
and 1,600,000 part-time subscribers served as of March 31, 1997.  The part-
time subscribers did not significantly contribute to the revenue or service
expenses for the quarters ended March 31, 1998 and 1997.

      The Company's operations had required a substantial purchase of
equipment by the Company.  During the quarter ended March 31, 1998, the
Company purchased $86,833 of equipment compared to $101,388 purchased during
the quarter ended March 31, 1997.  Depreciation accounted for 17% of total
operating expenses for the quarter ended March 31, 1998, compared to 16% for
the quarter ended March 31, 1997.  For the quarter ended March 31, 1998,
selling and  marketing expenses increased 26% as a result of an increase of
approximately $10,000 in advertising expense, $6,000 in promotional expenses,
and an increase of approximately $10,000 in travel and entertainment
expenses.  General and administrative expenses decreased $1,591 during the
quarter ended March 31, 1998.

     The Company's software is "Year 2000 Compliant" for its pay-per-view ANI
ordering as well as software used for administrative purposes. As a result,
the Company does not anticipate any material effect on its operating results
or financial condition arising from Year 2000 compliance issues.

      Total liabilities decreased $381,172 and total assets decreased
$393,699 for the quarter ended March 31, 1998.  The decrease in total
liabilities was primarily a result of a decrease in notes payable - majority
stockholder of $550,000 due to debt repayment.  Partially offsetting the debt
repayment is an increase in accrued interest of $140,204 on outstanding loans
from Mr. H.F. Lenfest, the majority stockholder and Chairman of the Board of
Directors of the Company ("Mr. Lenfest"), and an increase in accrued
dividends on preferred stock of $105,561.  The decrease in assets is
attributable to a decrease in cash of $243,162 as a result of debt repayment
and a decrease in current deferred tax asset of $74,000 (see above and Note
5 to the financial statements).  The Company's days for sales in accounts
receivable is 52 days for the quarter ended March 31, 1998, compared to 53
days for the quarter ended March 31, 1997. The Company believes the decrease
of 1 day is not material.  The Company does not offer incentives/discounts to
its customers, nor has it changed its credit terms with its customers.

      The Company had positive cash flow from operations of $393,671 during
the quarter ended March 31, 1998.  Ignoring changes in operating assets and
liabilities that result from timing issues, and considering only adjustments
to reconcile net loss to net cash provided by operating activities, the
Company would have positive cash flow from operating activities of $383,875
for the quarter ended March 31, 1998, compared to positive cash flow from
operating activities of $357,248 for the quarter ended March 31, 1997.  The
increase in cash flow for the quarter ended March 31, 1998, is primarily a
result of increased revenue and a decrease in service expenses (see above).

     Since November 2, 1989, the Company has funded its expansion and
operating deficit from the $2,500,000 of proceeds from the sale of shares of
the Company's Common Stock and Preferred Stock to Mr. Lenfest and from
borrowings from Mr. Lenfest.  From November 1989 to February 1996, the
Company borrowed an aggregate of $6,128,712 from Mr. Lenfest.  The interest
rates on the loans range from a floating rate based on the prime rate of PNC
Bank to a fixed rate of 12%  Interest on one of the loans in the principal
amount of $1,471,272 as of March 31, 1998, is payable quarterly and, at the
option of the Company may be paid by the delivery of shares of the Company's
Preferred Stock at the rate of one share of Preferred Stock for each one
dollar of accrued interest.  Interest due on this loan through December
31, 1997, in the amount of $473,682 has been paid with 473,682 shares of
Preferred Stock.   In addition, during January 1995, Mr. Lenfest purchased
from Science the Company's non-interest bearing note in the amount of
$541,000 (the "Prior Science Note").

    Effective as of March 31, 1998, the Company obtained from Mr. Lenfest a
written agreement stating he will not demand repayment of his loans or the
cash payment of accrued interest on the loans through January 1, 2000.  The
deferring of the interest payments along with the increase in revenue has
enabled the Company to accumulate cash.  Interest payments would have
amounted to $140,204 for the quarter ended March 31, 1998, compared to
$127,904 for the quarter ended March 31, 1997.  During the fourth quarter of
1997, the Board of Directors of the Company (with Mr. Lenfest not
participating) authorized the Company to make monthly principal payments of
$150,000 to Mr. Lenfest and, at management's discretion, the Company may make
monthly principal payments in excess of $150,000 when the Company has excess
cash not needed to fund operations.  In addition, the Board also authorized
the Company to begin accruing interest on all unpaid interest on all
outstanding loans balances due to Mr. Lenfest effective January 1, 1998.  Mr.
Lenfest has agreed to accept payments of principal through December 31, 1998. 
During the first quarter of 1998, the Company made principal payments of
$550,000 to Mr. Lenfest.  The aggregate outstanding loan balances due to Mr.
Lenfest as of March 31, 1998 are $3,769,712. 

      The Company believes that increases in accrued interest under the loans
from Mr. Lenfest do not have a direct material effect on operations or
continued availability of credit.  Cash flow from operations is sufficient to
fund current operations but is insufficient to fund total debt repayment. 
The Company believes its suppliers look primarily to the Company's timely
payment of outstanding invoices.  Historically, the Company has paid all the
suppliers it deals with on a timely basis and, therefore, the cash flow from
operations has no effect on the Company's availability of credit from key
suppliers of goods and services.  The payment terms of the Company's
equipment and software providers are net 30 days.

      The Company's ability to fund its operating expenses primarily depends
on three factors:  the continued expansion of the Company's subscriber base,
the cable industry's buy rates, and the continued deferral by Mr. Lenfest of
the cash repayment of his loans to the Company.  Management believes its
present marketing strategies will further increase the customer base,
although there can be no assurances that the Company will be able to attract
any further customers or that it will retain its current customers.  In
addition, revenues are affected by the "buy rates" of subscribers connected
to the Service.  The Company considers the buy rates of its subscribers to be
low compared to long term buy rates projected by industry pay-per-view
analysts.  However, the Company experienced a decrease in the average monthly
buy rate from 24.2% for the quarter ended March 31, 1997 to 19.5% for the
quarter ended March 31, 1997, as a result of an industry wide drop in buy
rates.  Hence, there can be no assurance that buys rates will continue to
increase or will remain at their current level.

     The Company remains dependent upon the deferral of principal and
interest payments due to Mr. Lenfest to fund operations and capital
expenditures from operating cash flow.  Mr. Lenfest has agreed not to demand
the cash repayment of principal or accrued interest on the outstanding loans
through January 1, 2000.  Nevertheless, management intends to continue to
repay the outstanding principal amount of loans made by Mr. Lenfest from cash
not needed for operations.  Management believes that the Company will have
sufficient funds to continue such repayments and will be able to fund its
core business from operating cash flow through December 31, 1998.
  
  
PART II.  OTHER INFORMATION

ITEM 6.   Exhibits and Reports on Form 8-K.

(a)    Exhibits

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

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

3.3    Certificate of Amendment of Certificate of Incorporation of the      
       Company, dated April 11, 1990 (incorporated by reference to the      
       Company's Annual Report on Form 10-K for the year ended December 31, 
       1991, (the "1991 Form 10-K")).

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

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

4.1    Incentive Stock Option Plan (incorporated by reference to the        
       Company's Registration Statement).

4.2    Form of Stock Option Agreement (incorporated by reference to the     
       Company's Annual Report on Form 10-K for the year ended December 31, 
       1989, (the "1989 Form 10-K")).

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

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

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

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

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

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

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

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

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

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

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

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

10.13  Letter effective as of March 31, 1998, from H.F. Lenfest, waiving    
       the repayment of loans and accrued interest until January 1, 2000.   
 
11.    Statement re:  Computation of Per Share Earnings (see the Company's
       March 31, 1998 Financial Statements 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: 5/12/98              By:  /s/Frank J. Carcione                       
                                 --------------------------------------------
                                 Frank J. Carcione, (Chief Executive Officer)


Dated: 5/12/98              By:  /s/Irene A. DeZwaan
                                 -------------------------------------------
                                 Irene A. DeZwaan, Treasurer (Controller)

<PAGE>

                             EXHIBIT INDEX


10.13  Letter effective as of March 31, 1998, from H.F. Lenfest, waiving    
    the repayment of loans and accrued interest until January 1, 2000.  

<PAGE>
 



                                                 As of March 31, 1998

Frank Carcione
President
TelVue Corporation
16000 Horizon Way, Suite 500
Mt. Laurel, NJ 08054

Dear Frank,

     At your request, this will continue our prior agreement.  Namely, absent
any default under the terms of my loans to TelVue or any other obligations of
TelVue to any other person, including, without limitation,  any voluntary or
involuntary bankruptcy or insolvency proceedings by or against TelVue, I
agree not to demand repayment of the loans or payment in cash of the accrued
interest prior to January 1, 2000.

                                         Very truly yours,


                                         \s\H F Lenfest 
                                         --------------------
                                         H.F. (Gerry) Lenfest 





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