UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549

                               SCHEDULE 13G

                 Under the Securities Exchange Act of 1934
                             (Amendment No. 1)

                         Cavion Technologies, Inc.
                             (Name of Issuer)

                  Class A Common Stock, $.0001 par value)
                      (Title of Class of Securities)

                                149649 10 5
                              (CUSIP Number)


1)   Name of Reporting Person
     S.S. or I.R.S. Identification No. of Above Person

     Andrew I. Telsey

2)   Check the Appropriate Box if a Member of a Group

     (a) [ ]
     (b) [ ]

3)   SEC Use Only

4)   Citizenship or Place of Organization

     U.S.

Number of Shares         5)  Sole Voting Power         923,102
Beneficially Owned       6)  Shared Voting Power             0
By Each Reporting        7)  Sole Dispositive Power    923,102
Person With              8)  Shared Dispositive
                              Power                          0

9)   Aggregate Amount Beneficially Owned by Each Reporting Person

     923,102

10)  Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares
     [ ]

11)  Percent of Class Represented by Amount in Row (9)

     18.3%

12)  Type of Reporting Person

     IN


                            AMENDMENT NO. 1 TO
                             SCHEDULE 13G FOR
                             ANDREW I. TELSEY


Item 1(a)      Name of Issuer:  Cavion Technologies, Inc.

Item 1(b)      Address of Issuer's Principal Executive Offices:
               6446 S. Kenton Street, Englewood, Colorado 80111

Item 2(a)      Name of Person Filing:  Andrew I. Telsey

Item 2(b)      Address of Principal Business Office or, if None,
               Residence:  The address of the principal business office of
               Mr. Telsey is Tower I Penthouse, 12835 E. Arapahoe Road,
               Englewood, Colorado 80112

Item 2(c)      Citizenship:  Mr. Telsey is a United States Citizen.

Item 2(d)      Title of Class of Securities:  Class A Common Stock, $.0001
               par value.

Item 2(e)      CUSIP Number:  149649-10-5

Item 3         If this statement is filed pursuant to Rules 13d-1(b), or
               13d-2(b), check whether the person filing is a:

                         (a) [  ]  Broker or Dealer registered under
                         Section 15 of the Securities Exchange Act of 1934
                         (the "Act").

                         (b) [  ]  Bank as defined in Section 3(a)(6) of
                         the Act.

                         (c) [  ]  Insurance Company as defined in Section
                         3(a)(19) of the Act.

                         (d) [  ]  Investment Company registered under
                         Section 8 of the Investment Company Act of 1940.

                         (e) [  ]  Investment Adviser registered under
                         Section 203 of the Investment Advisers Act of
                         1940.

                         (f) [  ]  Employee Benefit Plan, Pension Fund
                         which is subject to the provisions of the
                         Employee Retirement Income Security Act of 1974
                         or Endowment Fund; see Rule 13d-1(b)(1)(ii)(F) of
                         the Act.

                         (g) [  ]  Parent Holding Company, in accordance
                         with Rule 13d-1(b)(ii)(G) of the Act.

                         (h) [  ]  Group, in accordance with Rule 13d-
                         1(b)(1)(ii)(H) of the Act.

                         Not applicable.

Item 4         Ownership:

                    (a)  Amount Beneficially Owned:  Mr. Telsey is the
                    beneficial holder of 923,102 shares as of December 31,
                    2000.  Includes 895,602 shares owned by Venture
                    Funding, Ltd. of which Mr. Telsey is the sole
                    shareholder.

                    (b)  Percent of Class:  19.8% (based on 5,032,599
                    shares of Class A Common Stock outstanding on December
                    31, 2000.)

                    (c)  Number of shares as to which such person has:

                                  (i)          sole power to vote or to
                        direct the vote:  923,102 shares.

                                  (ii)         shared power to vote or to
                        direct the vote:  -0- shares.

                                               (iii)  sole power to
                        dispose or to direct the disposition of:  923,102
                        shares.

                                               (iv)   shared power to
                        dispose or to direct the disposition of:  -0-
                        shares.

Item 5         Ownership of Five Percent or Less of a Class:

               Not applicable.

Item 6         Ownership of More than Five Percent on Behalf of Another
               Person:

               Not applicable.

Item 7         Identification and Classification of the Subsidiary Which
                    Acquired the Security Being Reported on by the Parent
               Holding
                    Company:

               Not applicable.

Item 8         Identification and Classification of Members of the Group:

               Not applicable.

Item 9         Notice of Dissolution of Group:

               Not applicable.

Item 10             Certification:

               Not applicable.

               Not filed pursuant to Rule 13d-1(b).


                                 SIGNATURE

     After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true,
complete and correct.



Dated: February 14, 2001           By:/s/Andrew I. Telsey
                                      Andrew I. Telsey