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

                                  SCHEDULE 13G

                   UNDER THE SECURITIES EXCHANGE ACT OF 1934

                               (AMENDMENT NO. 1)*

                              UOL Publishing, Inc.
________________________________________________________________________________
                                (Name of Issuer)


                                  Common Stock
________________________________________________________________________________
                         (Title of Class of Securities)

                                    903196103
________________________________________________________________________________
                                 (CUSIP Number)

     *The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.

     The information required on the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).

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CUSIP Number 903196103
Page 2 of 4

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

          Narasimhan P. Kannan
________________________________________________________________________________
2. Check the Appropriate Box if a Member of a Group
      (See Instructions)

          Not Applicable
________________________________________________________________________________
3. SEC Use Only

________________________________________________________________________________
4. Citizenship or Place of Organization

          United States

________________________________________________________________________________

                              5. Sole Voting Power
     Number of                      67,980
     Shares                   __________________________________________________
  Beneficially                6. Shared Voting Power
     Owned By                       176,092
      Each                    __________________________________________________
   Reporting                  7. Sole Dispositive Power
     Person
      With                          67,980
                              __________________________________________________
                              8. Shared Dispositive Power
                                    176,092
________________________________________________________________________________
9. Aggregate Amount Beneficially Owned by Each
      Reporting Person

          244,072
________________________________________________________________________________
10. Check if the Aggregate Amount in Row (9) Excludes
       Certain Shares (See Instructions)

          Not Applicable
________________________________________________________________________________
11. Percent of Class Represented by Amount in Row (9)

          6.5
________________________________________________________________________________
12. Type of Reporting Person (See Instructions)

          IN
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Item 1.  Issuer

         (a) UOL Publishing, Inc.
         (b) 8251 Greensboro Drive, Suite 500
             McLean, Virginia 22102

Item 2.  Person Filing
         (a) Narasimhan P. Kannan
         (b) UOL Publishing, Inc.
             8251 Greensboro Drive, Suite 500
             McLean, Virginia 22102
         (c) See Row (4) on Page 2
         (d) See Cover Page
         (e) See Cover Page

Item 3.  Filing Pursuant to Rules 13d-1(b) or 13d-2(b)
             Not Applicable

Item 4.  Ownership
         (a) See Row (9) on Page 2
         (b) See Row (11) on Page 2
         (c) See Rows (5)-(8) on Page 2.  All 67,980 shares as to which
             Mr. Kannan has sole voting power and sole dispositive power are
             issuable pursuant to currently exercisable warrants.  As to the
             176,092 shares as to which Mr. Kannan shares voting and
             dispositive power, 4,000 of such shares are held by a limited
             partnership as to which Mr. Kannan and his wife, Leslie Kannan are
             general partners.  The remaining 172,092 shares are held by two
             trusts of which Mr. Kannan and his wife are co-trustees.

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

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  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.

February 13, 1998
Date

/s/ Narasimhan P. Kannan
Signature

Narasimhan P. Kannan
Name/Title