8-K

               SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20549


                            _________


                            FORM 8-K

                         CURRENT REPORT

             Pursuant to Section 13 or 15(d) of the
                 Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): April 30, 1997



                       VIDEOLAN TECHNOLOGIES, INC.                
   
          (Exact Name of Registrant as specified in Charter)


   Delaware                0-26302                 61-1283466
(State or other          (Commission             (IRS Employer  
jurisdiction of          File Number)            Identification
incorporation)                                    No.)



100 Mallard Creek Road, Suite 250
Louisville, Kentucky                                 40207   
(Address of principal executive offices)          (Zip code)


Registrant's telephone number,
  including area code:  (502) 895-4858

                           N/A
 (Former name or former address, if changed since last report.)   
         
           INFORMATION TO BE INCLUDED IN THE REPORT

Item 5.  Other Events

     On April 30, 1997, the Board of Directors of VideoLan
Technologies, Inc. (the "Company") adopted two amendments to the By-laws
of the Company


     On May 1, 1997, the Company mailed a letter to its shareholders from 
Jack Shirman, Chief Executive Officer of the Company.

Item 7.   Financial Statements, Pro Forma Financial
          Information and Exhibits.                

          (a)  Financial Statements of Business Acquired.

               Not Applicable.

          (b)  Pro Forma Financial Information.

               Not Applicable

          (c)  Exhibits.

     The following exhibits are filed with this Report on Form 8-K:

REGULATION S-K                                       
EXHIBIT NUMBERS          EXHIBIT                  

     3                   Amendment No. 1 to By-laws.

     99                  Letter from Jack Shirman, Chief Executive Officer
                         of the Company, to the Company's shareholders.
                                                    
                              SIGNATURE

     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.

                              VIDEOLAN TECHNOLOGIES, INC.



Date:  May 1, 1997       By /s/ Jack Shirman
                                Chief Executive Officer

EX-3

                                                        EXHIBIT 3
                    AMENDMENT NO. 1 TO BY-LAWS
                      (Dated April 30, 1997)

     1.   The third sentence of the second paragraph of Article I, Section 9
(b), of the By-laws is amended to read as follows:
               
               To be timely, a stockholder's notice must be either
               delivered to or mailed and received at the principal
               executive offices of the Corporation not later than
               60 days in advance of the annual meeting of
               stockholders in 1997 and not later than 90 days in
               advance of any annual meeting of stockholders held
               on or after January 1, 1998.

     2.   The third sentence of the first paragraph of Article II, Section 8, 
of the By-laws is amended to read as follows:

               Subject to the foregoing, only a stockholder of
               record entitled to vote in the election of directors
               generally may nominate one or more persons for
               election as directors at a meeting of stockholders
               and only if written notice of such stockholder's
               intent to make such nomination or nominations has
               been given, either by personal delivery or by United
               States mail, postage prepaid, to the Secretary of the
               Corporation and has been received by the Secretary
               not later than the following dates: (i) with respect to
               the election to be held at the annual meeting of
               stockholders in 1997, 60 days in advance of such
               meeting; (ii) with respect to an election to be held
               at an annual meeting of stockholders on or after
               January 1, 1998, 60 days in advance of such
               meeting if such meeting is to be held on a day
               which is within 30 days preceding the anniversary
               of the previous year's annual meeting, or 90 days in
               advance of such meeting if such meeting is to be
               held on or after the anniversary of the previous
               year's annual meeting; and (iii) with respect to an
               election to be held at a special meeting of
               stockholders for the election of directors, the close
               of business on the tenth day following the date on
               which notice of such meeting is first given to
               stockholders.

EX-99

                                                       
                                                       EXHIBIT 99
VideoLan
Technologies, Inc.



May 01, 1997

Dear Shareholder:

During the first quarter of 1997, your company continued to make good progress
in developing its markets.  We have signed an additional ten resellers 
covering most key market areas of the United States.  In addition, we have 
received additional orders from several existing customers, such as Toronto 
Hospital and several military installations.

Our VL2000 is also undergoing initial evaluation at SouthWestern Bell and 
AT&T for potential internal network applications.  It is our hope that the 
success of these evaluations will lead to significant business opportunities 
for VideoLan.  We continue to pursue strategic relationships with other 
potential partners.

As a result of our continued efforts, the company registered revenue of 
$284,516.00 for the first quarter of 1997.  We anticipate increased activity 
in the second quarter as resellers begin to actively market our products.  I 
expect to more fully report our efforts at the annual shareholders meeting on 
July 24, 1997 from 10:00 a.m. to 12 noon at the Boston Harbor Rowes Wharf 
Hotel in Boston, MA.  Our annual report and proxy material is scheduled to 
be mailed to our shareholders on June 02, 1997.  More information is 
forthcoming.

Your continued support of your company and management are greatly appreciated.

Sincerely,


/s/ Jack Shirman
Jack Shirman
Chief Executive Officer

JS/kln