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                     U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 12B-25

                           NOTIFICATION OF LATE FILING

                            SEC FILE NUMBER 333-38567

                             CUSIP NUMBER 981558102

                                  (Check One):

            [ ] Form 10-K and Form 10-KSB [ ] Form 20-F [ ] Form 11K
                  [X] Form 10-Q and Form 10-QSB [ ] Form N-SAR

                  For Period Ended: June 30, 2001

                  [ ] Transition Report on Form 10-K
                  [ ] Transition Report on Form 20-F
                  [ ] Transition Report on Form 11-K
                  [ ] Transition Report on Form 10-Q
                  [ ] Transition Report on Form N-SAR

         For the Transition Period Ended:
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             Read Attached Instruction Sheet Before Preparing Form.
                              Please Print or Type

                  Nothing in this form shall be construed to imply that the
         Commission has verified any information contained herein.
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         If the notification relates to a portion of the filing checked above,
identify the Item(s) to which the notification relates:

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PART 1 -- REGISTRANT INFORMATION

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         Full Name of Registrant
         Former Name if Applicable

         WORLD WIRELESS COMMUNICATIONS, INC.

         Address of Principal Executive Office (Street and Number)

         5670 GREENWOOD PLAZA BOULEVARD., PENTHOUSE



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Greenwood Village, COLORADO 80111

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PART II -- RULES 12B-25(b) AND (c)

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If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate)
                                                                 [X] Yes  [ ] No

         (a) The reasons defined in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense.

         SEE PART III BELOW.

         (b) The subject matter report, semi-annual report, transition report on
Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof will be filed on or
before the fifteenth calendar day following the prescribed due date; or the
subject quarterly report or transition report on Form 10-Q, or portion thereof
will be filed on or before the fifth calendar day following the prescribed due
date; and

         (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
                                                      N/A
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PART III -- NARRATIVE

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         State below in reasonable detail the reasons why Form 10-K and Form
10-KSB, 20-F, 11-K, 10-Q and Form 10-QSB, N-SAR, or the transition report or
portion thereof could not be filed within the prescribed period.

         WORLD WIRELESS COMMUNICATIONS, INC. (THE "COMPANY") IS WAITING FOR THE
COMPLETION OF ITS UNAUDITED FINANCIAL STATEMENT TO BE INCLUDED IN ITS REPORT ON
FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2001. THE COMPLETION OF SUCH REPORT HAS
BEEN DELAYED DUE TO THE ADDITIONAL RESPONSE TIME NEEDED BY THE COMPANY TO
COMPLETE ITS REVIEW OF CERTAIN ITEMS IN CONNECTION WITH ITS OPERATIONS. THE
COMPANY INTENDS TO FILE ITS REPORT ON FORM 10-Q FOR THE QUARTER ENDED JUNE 30,
2001 PROMPTLY AFTER THE REVIEW OF SUCH INFORMATION.

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PART IV -- OTHER INFORMATION

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         (1) Name and telephone number of person to contact in regard to this
notification

   STEPHEN R. FIELD, ESQ.              (212)          681-0870
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          (Name)                    (Area Code)  (Telephone Number)

         (2) Have all other periodic reports required under section 13 or 15(d)
of the Securities Exchange Act of 1934 or section 30 of the Investment Company
Act of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is no,
identify report(s).
                                                                 [X] Yes  [ ] No

         (3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be


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reflected by the earnings statements to be included in the subject report or
portion thereof?
                                                                 [X] Yes  [ ] No

         If so, attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the reasons why a
reasonable estimate of the results cannot be made.

                       WORLD WIRELESS COMMUNICATIONS, INC.
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                  (Name of Registrant as specified in charter)

has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.

Date AUGUST 14, 2001                            By /s/ David D. Singer
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                                                  DAVID D. SINGER
                                                  PRESIDENT AND
                                                  CHIEF EXECUTIVE OFFICER



ATTACHMENT TO FORM 12B-25 FILED BY WORLD WIRELESS COMMUNICATIONS, INC FOR THE
QUARTER ENDED JUNE 30, 2001.
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           The Registrant's sales for the three-month period ended June 30, 2001
totaled $342,369 compared to $455,425 during the three months ended June 30,
2000, or a decrease of $113,056 or 24.8%. The Registrant's sales for the six
month period ended June 30, 2001 totaled $600,860 compared to $966,239 during
the six month period ended June 30, 2000, or a decrease of $365,379 or 37.8%.

           It is anticipated that the Registrant will incur a net loss of
$2,272,343 for the three-month period ended June 30, 2001, or a $0.07 loss per
share, compared to net income of $92,503 or a $0.003 income per share, for the
three months ended June 30, 2000. It is further anticipated that the Registrant
will incur a net loss of $3,940,989 for the six months ended June 30, 2001, or
$0.13 loss per share, compared to a net loss of $1,205,525, or $.04 loss per
share, for the six months ended June 30, 2000.