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: March 31, 1999 
       
             [ ] 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:                                  
     
       
                   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.
       
       
            If the notification relates to a portion of the filing checked
       above, identify the Item(s) to which the notification relates:  
       
       
       PART 1 -- REGISTRANT INFORMATION
       
       
            Full Name of Registrant		 WORLD WIRELESS COMMUNICATIONS, INC.
            Former Name if Applicable	 N/A
       
         
                    		      2441 South 3850 West
            ---------------------------------------------------------      
           	Address of Principal Executive Office (Street and Number)  

                   WEST VALLEY CITY,    UTAH    84120 
                 ------------------------------------- 
                     City,          State    Zip Code
            
       
       PART II -- RULES 12B-25(B) AND (C)
       
       
       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
       
       PART III -- NARRATIVE
       
       
            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 INTERIM FINANCIAL STATEMENTS TO BE INCLUDED
       IN ITS REPORT ON FORM 10-Q FOR THE THREE MONTHS ENDED MARCH 31, 1999.
        THE COMPLETION OF SUCH REPORT HAS BEEN DELAYED DUE TO MANAGEMENT'S
       REVIEW OF CERTAIN SUBSEQUENT TRANSACTION ITEMS IN CONNECTION WITH THE
       COMPANY'S FINANCING.  THE COMPANY INTENDS TO FILE ITS REPORT ON FORM
       10-Q FOR THE THREE MONTHS ENDED MARCH 31, 1999 PROMPTLY ON MAY 18, 1999.
       
       
       PART IV -- OTHER INFORMATION
       
       
            (1)   Name and telephone number of person to contact in regard
       to this notification
       
          STEPHEN R. FIELD, ESQ.             (212)         332-6050
          ----------------------------------------------------------------
                 (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 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.

		See the Form 10-Q as filed May 18, 1999.

       
                   WORLD WIRELESS COMMUNICATIONS, INC.                      
                   ------------------------------------ 
               (Name of Registrant as specified in charter)
       
       has caused this notification to be signed on its behalf by the
       undersigned hereunto duly authorized.


       Date: MAY 18, 1999            By:  /s/ David D. Singer
                                        --------------------- 
                                        David D. Singer
                                        President and 
                                        Chief Executive Officer