SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                  FORM 12b-25

                                               Commission File Number   1-13588
                                                                        -------

                          NOTIFICATION OF LATE FILING



(Check One):   [X]  Form 10-K    [ ]  Form 11-K    [ ]  Form 20-F  
               [ ]  Form 10-Q    [ ]  Form N-SAR

For Period Ending:   March 31, 1998

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

          Read the 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 I. Registrant Information

Full name of registrant        THE WIDECOM GROUP INC.
                             --------------------------------------------------

Former name if applicable
                             --------------------------------------------------

                                72 DEVON ROAD
                             --------------------------------------------------
Address of principal executive office (Street and number)

City, State and Zip Code        BRAMPTON, ONTARIO, CANADA L6T 5B4
                             --------------------------------------------------


                        Part II. Rule 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 appropriate box.)

[X]   (a) The reasons described in reasonable detail in Part III of this form
      could not be eliminated without unreasonable effort or expense;

[X]   (b) The subject annual report, semi-annual report, transition report on
      Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof will be filed on
      or before the 15th calendar day following the prescribed due date; or the
      subject quarterly report on 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 is applicable.


                              Part III. Narrative

      State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F,
10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period. (Attached extra sheets if needed.)

            RIDER attached.


                          Part IV. Other Information

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

         VICTOR J. DIGIOIA, ESQ.                         (212) 599-3322
- --------------------------------------------     ------------------------------
                 (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.

                             THE WIDECOM GROUP INC.
- -------------------------------------------------------------------------------
                  (Name of registrant as specified in charter)

Has cause this notification to be signed on its behalf by the undersigned
thereunto duly authorized.

Date: June 29, 1998                     By: /s/ Suneet S. Tuli, Vice President
      ----------------------------          -----------------------------------
                                                Suneet S. Tuli, Vice President

            Instruction.  The form may be signed by an executive officer
      of the registrant or by any other duly authorized representative.
      The name and title of the person signing the form shall be type or
      printed beneath the signature. If the statement is signed on behalf
      of the registrant by an authorized representative (other than an
      executive officer), evidence of the representative's authority to
      sign on behalf of the registrant shall be filed with the form.

                                   ATTENTION

      Intentional misstatements or omissions of fact constitute Federal
criminal violations (see 18 U.S.C. 1001)

                              GENERAL INSTRUCTIONS

      1.    This form is required by Rule 12b-25 of the General Rules and
Regulations under the Securities Exchange Act of 1934.

      2.    One signed original and four conformed copies of this form and
amendments thereto must be completed and filed with the Securities and Exchange
Commission, Washington, D.C. 20549, in accordance with Rule 0-3 of the General
Rules and Regulations under the Act. The information contained in or filed with
the form will be made a matter of public record in the Commission files.

      3.    A manually signed copy of the form and amendments thereto shall be
filed with each national securities exchange on which any class of securities
of the registrant is registered.

      4.    Amendments to the notifications must also be filed on Form 12b-25
but need not restate information that has been correctly furnished. The form
shall be clearly identified as an amended notification.

      5.    Electronic Filers. This form shall not be used by electronic filers
unable to timely file a report solely due to electronic difficulties. Filers
unable to submit a report within the time period prescribed due to difficulties
in electronic filing should comply with either Rule 201 or Rule 202 of
Regulation S-T or apply for an adjustment in filing date pursuant to Rule 13(b)
of Regulation S-T.



PART III                                                 The Widecom Group Inc.


      The Registrant was unable to file its Form 10K for the fiscal year ended
March 31, 1998, without unreasonable expense and effort due to its inability to
compile the information to finish the required financial statements with
sufficient time for management to review the financial statements and to
prepare the management discussion and analysis.


PART IV (3)

      For the Fiscal year ended March 31, 1997, the Company reported revenues
of 1.8 million dollars and a net loss of 4.5 million dollars. Revenues for the
fiscal year ended March 31, 1998 will be approximately 3.1 million dollars and
the Company will incur an estimated net loss of approximately 3.5 million
dollars. These estimates have been derived from preliminary financial
information from the Company's Indian subsidiary and an estimated share of loss
from its Research and Development investment.