EXHIBIT 10

                            CERTIFICATE OF AMENDMENT
                                       TO
                          CERTIFICATE OF INCORPORATION
                                       OF
                          UC TELEVISION NETWORK CORP.

  UC Television Network Corp., a corporation organized and existing under the
laws of the State of Delaware (the "Corporation"), pursuant to the provisions of
the General Corporation Law of the State of Delaware, does hereby certify as
follows:

                                       1.
  The Certification of Incorporation is hereby amended by deleting in its
entirety the first paragraph of Article Four of the Certificate of Incorporation
in its present from and substituting in lieu thereof a new first paragraph of
Article Four in the following form:

       "FOURTH:  The total number of shares of capital stock which the
       Corporation shall have authority to issues is One Hundred Two Million
       (102,000,000) shares, of which, One Hundred Million (100,000,000) shares
       shall be Common Stock, par value $0.001, and Two Million (2,000,000)
       shares will be Preferred Stock, par value $0.001 per share."

  The amendment to the Certificate of Incorporation set forth in this
Certificate of Amendment has been duty adopted in accordance with the applicable
provisions of Section 242 of the General; Corporation Law of the State of
Delaware, (a) in lieu of a meeting and vote of directors, all of the directors
having duly consented in writing to the adoption of such amendment, and (b) in
lieu of a meeting and vote of the shareholders, the holders of a majority of the
common stock of the Corporation who would have been entitled to vote upon such
amendment if a meeting of shareholders were called and held having duty
consented in writing to the adoption of such amendment.

  IN WITNESS WHEREOF, the undersigned, fully authorized officer of the
Corporation, has executed this Certificate of Amendment and does hereby declare
and certify, under the penalties of perjury, that this is his act and deed and
the facts herein are true, as of this 15th day of May, 1997.

                                       UC TELEVISION NETWORK CORP.
                                        
                                       By:
                                           ------------------------------------

                                            Name:
                                                  -----------------------------
                                            Title:
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