UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549  FORM
10-K/A (Amendment No. 1)  XANNUAL REPORT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.  For the fiscal year ended December 31,
2008 OR 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 0-29651  USA VIDEO INTERACTIVE CORP. (Exact name of registrant as specified in
its charter) WYOMING 06-1576391 (State or
Other Jurisidiction of (I.R.S. Employer Identification
No.) Incorporation of
Organization) 8
West Main Street  Suite 3-13, Niantic, Connecticut 06357 (Address
of principal executive offices) (ZIP Code) Registrants telephone number,
including area code: (860)
739-8030 Securities registered pursuant
to Section 12(b) of the Act None Securities registered pursuant to
Section 12(g) of the Act: Common
Shares (Title of Class)  Indicate by check mark if the registrant is
a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
  Yes [    ]  No  [ X ]  Indicate by check mark if the registrant is
not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
 Yes [    ]  No   [ X ]  Indicate by check mark whether the
registrant (1) has filed all reports required to be filed by Section 13 or 15(d)
of the Securities Exchange Act of 1934 during the preceding 12 months (or for
shorter period that the registrant as 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 if disclosure of
delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein
and will not be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. [    ].  Indicate by check mark whether the
registrant is a large accelerated filer, an accelerated filer, or a
non-accelerated filer.  See definition of accelerated filer and large
accelerated filer in  Rule 12b-2 of the Exchange Act. Large Accelerated
filer [    ] Accelerated Filer [    ] Non-accelerated filer [ X ]  Indicate by check mark whether the
registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes  [    ]
  No   [ X ].  State the aggregate market value of the
voting and non-voting equity held by non-affiliates computed by reference  to the price at
which the common equity was last sold, or the average bid and asked price of
such common equity, as of the last business day of the registrants most
recently completed fiscal quarter:   $21,400,434  Indicate the number of shares outstanding
of each of the registrants classes of common stock, as of the latest
practicable date:  178,526,363  Documents Incorporated by Reference:
NONE        Explanatory
Note  USA
Video Interactive Corp. (the Company) filed its annual report on Form
10-K for the year ended December 31, 2008 on March 31, 2009 (the Original
Filing).  The purpose of this Amendment No. 1 on Form 10-K/A (this Amendment) is:  (i) under Item 9A. Controls and Procedures, to include managements
conclusion about the internal controls over financial reporting and to add an
additional provision that we do not have an attestation report from our
registered public accounting firm regarding internal control over financial
reporting; and  (ii) amend the certifications included as Exhibits 31, which
certifications did not include certain language required.  No
revisions have been made to the Companys financial statements or any other
disclosure contained in the Original Filing.  Pursuant to Rule 12b-15 under the Securities Exchange Act of
1934, as amended, this Amendment contains only the text amended in the
Original Filing under Item 9A and the new certifications pursuant to Section 302
of the Sarbanes-Oxley Act of 2002.  Those sections or exhibits of the
Original Filing that are unaffected by this Amendment are not included
herein.  This
Amendment continues to speak as of the date of the Original Filing, and the
Company has not updated the disclosure contained herein to reflect events that
have occurred since the filing of the Original Filing.  Accordingly,
this Amendment should be read in conjunction with the Companys other filings,
if any, made with the Securities and Exchange Commission subsequent to the
filing of the Original Filing, including the amendments to those filings, if
any.       Item 9A. Controls and
Procedures  Our
management, with the participation of our Chief Executive Officer and Chief
Financial Officer, has evaluated the effectiveness of our disclosure controls
and procedures, as defined in Exchange Act Rules 13a-15(e) and 15d-15(e), as of
the end of the period covered by this report.  In
designing and evaluating our disclosure controls and procedures, management
recognized that any controls and procedures, no matter how well designed and
operated, can provide only reasonable assurance of achieving the desired control
objectives.  No system of controls can prevent errors and
fraud. A control system, no matter how well designed and operated, can provide
only reasonable, not absolute, assurance that the control systems objectives
will be met. Further, the design of a control system must reflect the fact that
there are resource constraints, and the benefits of controls must be considered
relative to their costs. Because of the inherent limitations in all control
systems, no evaluation of controls can provide absolute assurance that all
control issues and instances of fraud, if any, within our company have been
detected. These inherent limitations include the realities that judgments in
decision-making can be faulty, and that breakdowns can occur. Controls can also
be circumvented by individual acts of some people, by collusion of two or more
people, or by management override of the controls. The design of any system of
controls is based in part upon certain assumptions about the likelihood of
future events, and there can be no assurance that any design will succeed in
achieving its stated goals under all potential future conditions. Over time,
controls may become inadequate because of changes in conditions or deterioration
in the degree of compliance with its policies or procedures. Because of the
inherent limitations in a cost-effective control system, misstatements due to
error or fraud may occur and not be detected.  Subject to the limitations above, management
believes that the consolidated financial statements and other financial
information contained in this report, fairly present in all material respects
our financial condition, results of operations, and cash flows for the periods
presented.  Based upon their evaluation of our
controls, our Chief Executive Officer and Chief Financial Officer have concluded
that, subject to the limitations noted above, the internal controls are
ineffective.   The material weaknesses in our internal controls
related to a lack of segregation of duties due to inadequate staffing within our
accounting department and upper management, the assignment of authority and
responsibility, lack of consistent policies and procedures, inadequate
monitoring controls and inadequate disclosure controls. There were no changes in
our internal controls that occurred during the period covered by this report
that have materially affected, or are reasonably likely to materially affect our
internal controls.  This annual report does not include an
attestation report of our registered public accounting firm regarding internal
control over financial reporting.  Management's report was not subject to
attestation by our registered public accounting firm pursuant to temporary rules
of the Securities and Exchange Commission that permit our company to provide
only management's report in this annual report.        PART IV   Item 15. Exhibits, Financial
Statements to Shareholders and Reports on Form 8-K.  (c) Exhibits  31.1 Certification of the
Chief Executive Officer Pursuant To Rule 13a-14 Or 15d-14 of the Securities
Exchange Act Of 1934,as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002   31.2 Certification of the
Chief Financial Officer Pursuant To Rule 13a-14 Or 15d-14 of the Securities
Exchange Act of 1934,as adopted pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002


SIGNATURES  Pursuant to the requirements of Section 13
or 15(d) of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned thereunto duly
authorized.  USA VIDEO INTERACTIVE CORP.   By:  /s/Edwin
Molina Date:   June 10,
2009 Edwin Molina Chief Executive Officer   Pursuant to the requirements of the
Securities Exchange Act of 1934, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.   Signature Title Date   /s/ Edwin Molina Chief
Executive Officer, Director June 10, 2009 ----------------------- Edwin Molina   /s/ Anton J.
Drescher Chief
Financial Officer, (principal June 10, 2009 ----------------------- financial officer and principal Anton J. Drescher accounting officer), Director   /s/ Maurice Loverso Director June 10, 2009 ----------------------- Maurice Loverso   /s/ Rowland Perkins Director June 10, 2009 ----------------------- Rowland Perkins