U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 8-K/A


                CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                     OF THE SECURITIES EXCHANGE ACT OF 1934


                          Date of Report: May 24, 2005


                      URBAN TELEVISION NETWORK CORPORATION
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             (Exact Name of registrant as specified in its Charter)




        Nevada                       33-58972                    22-2800078
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(State of Incorporation)        Commission File No.            (IRS Employer
                                                             Identification No.)



2707 South Cooper St.  Suite 119   Arlington, TX                    76015
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(Address of principal executive offices)                          (Zip Code)



Registrant's telephone number, (   817   )      303       -      7449
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                     (Registrant's former name and address)






Section 5 - Corporate Governance and Management


Item 5.02  Departure of Directors or Principal Officers

         (a) On May 20, 2005, Dr. Ajibike  Olukunle  Akinkoye  resigned as Chief
Executive  Officer  of the  Company  and  Jacob R.  Miles  III,  Executive  Vice
President was appointed to the position of Chief Executive Officer. Mr. Miles is
also currently  President of Grapevine  Entertainment  Services and  Production,
Inc.,  which position he has held since 2002. Prior to 2002, Mr. Miles served as
President and CEO of Urban Cool Network,  Inc., an Internet  Portal  targeted at
the Urban Community from 1997 to 2002. Mr. Miles has also served as President of
the  Dallas-Fort  Worth  chapter of the National  Association  of  Minorities in
Cable. He is a past engineering and operations  executive with General Mills Toy
& Entertainment Group and Tonka Toys/Hasbro, respectively.


         (b) On May 20,  2005,  Sandra  Pate was  appointed  to the  position of
Executive Vice President of the Company.  Her television career began in 1991 at
Twentieth  Television  as  executive  assistant  to the Sr.  Vice  President  of
Business And Legal Affairs.  She then became  Manager of Current  Programming at
Fox  Broadcasting  Company in 1993 where she was assigned  responsibilities  for
primetime  situation Comedies and dramas including,  "Martin",  "Living Single",
"New York  Undercover",  And other shows on the Fox  lineup.  For the past eight
years since 1997, she has Been President of Entertainment & Talent  Consultants,
Inc.,  a company  she created To assist  recording  artists,  novelists,  visual
artists, and other creative talent.













 Item 9.01 Financial Statements and Exhibits.
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(c)      Exhibits.
 
(99)     Urban Televison Network Corporation New Release dated May 24, 2005.



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 hereunto duly authorized.


                                            Urban Television Network Corporation
Dated: May 24, 2005
                                             /s/ Randy Moseley
                                            ------------------------------------
                                            By: Randy Moseley
                                            Title: Chief Financial Officer