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




                                  FORM 10-Q/A
                              ---------------------

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

                      FOR THE QUARTER ENDED MARCH 31, 2000

                        Commission file number 333-38567
                       ----------------------------------


                       WORLD WIRELESS COMMUNICATIONS, INC.
                       -----------------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)



              Nevada                                          87-0549700
- ------------------------------------                   ------------------------
(State of other jurisdiction of                           (I.R.S. employer
 incorporation or organization)                          identification No.)


5670 Greenwood Plaza Blvd. Suite 340 Englewood, CO               80111
 -------------------------------------------------------------------------------
   (Address of principal executive offices)                    (Zip Code)



                  Registrant's telephone number (303) 221-1944
                                                --------------





Indicate by check mark whether registrant (1) filed all reports required to be
filed by Section 13 or 15 (d) of the Exchange Act during the preceding 12 months
(or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days. Yes X  No   .
         ---   ---

As of April 30, 2000 there were 30,205,705 shares of the Registrant's Common
Stock, par value $0.001, issued and outstanding.



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                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.


DATE: May 12, 2000                          WORLD WIRELESS COMMUNICATIONS, INC.

                                       By:  /s/ David D. Singer
                                            --------------------------------
                                          David D. Singer
                                          President, Chief Executive Officer


                                       By:  /s/ Roger D. Leclerc
                                            --------------------------------
                                          Roger D. Leclerc
                                          Vice President of Finance
                                          Principal Financial Officer





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                                  EXHIBIT INDEX



No.        Description

      
3.1      Articles of Incorporation of the Company and all amendment thereto *

3.2      Bylaws of the Company*

4.1      Form of Common Stock Certificate*

4.2      Form of Subscription Agreement used in private financing providing for
         registration rights*

5.       Opinion of Connolly Epstein Chicco Foxman Engelmyer & Ewing regarding
         the legality of securities being registered*

10.1     1997 Stock Option Plan*

10.2     DRCC Omnibus Stock Option Plan*

10.3     Development and License Agreement dated April 4, 1997, between DRCC and
         Kyushu Matsushita Electric Co., Ltd.*

10.4     Amended and restated Technical Development and Marketing Alliance
         Agreement dated September 15, 1997, between the Company and Williams
         Telemetry Services, Inc.*

10.5     Lease Agreement dated May 17, 1995, between DRCC and Pracvest
         Partnership relating to the Company's American Fork City offices and
         facility*

10.6     Lease Agreement dated February 12, 1996, between the Company the
         Green/Praver, et al., relating to the Company's Salt Lake City offices*

10.7     Shareholders Agreement dated May 21, 1997 between the Company,
         DRCC,Philip A. Bunker and William E. Chipman, Sr.*

10.8     Asset Purchase Agreement dated October 31, 1997, between the Company
         and Austin Antenna, Ltd.*

10.9     Stock Exchange Agreement dated October 31, 1997, between the Company,
         TWC, Ltd. and the shareholders of TWC, Ltd.*

10.10    Settlement Agreement, Mutual Waiver and Release of All Claims dated
         November 11, 1997 between Digital Radio Communications Corp. and
         Digital Scientific, Inc.*

10.11    Agreement (undated) between the Company, Xarc Corporation and Donald J.
         Wallace relating to the Company's acquisition of Xarc Corporation*

10.12    Promissory Note dated December 4, 1997, by the Company, payable to
         William E. Chipman, Sr. in the principal amount of $125,000*

10.13    Promissory Note dated November 13, 1997, by the Company, payable to T.
         Kent Rainey in the principal amount of $200,000*

10.14    Investment Banking Services Agreement dated November 19, 1997, between
         The Company and PaineWebber Incorporated*



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10.15    $400,000 Promissory Note dated December 24, 1997, payable to Electronic
         Assembly Corporation*

10.16    $400,000 Promissory Note dated January 8, 1998, payable to Tiverton
         Holdings Ltd.*

10.17    Loan Agreement by and among the Registrant and the Bridge Noteholders
         dated as of May 15, 1998*

10.18    Amendment and Waiver Agreement by and among the Registrant and the
         Bridge Noteholders dated August 7, 1998*

10.19    Amendment and Waiver Agreement by and among the Registrant and the
         Bridge Noteholders dated September 11, 1998*

10.20    Loan Agreement by and among the Registrant and the Bridge Noteholders
         dated as of May 15, 1998 (Previously filed), together with the Notes,
         Pledge/Security Agreement, Pledgee/Representative Agreement,
         Subordination, and Registration Rights Agreement*

10.21    Separation and Mutual Release Agreement between the Registrant and
         William E. Chipman, Sr. dated as of May 26, 1998*+

10.22    Registration Rights Agreement by and among the Registrant and the
         purchasers of common stock issued pursuant to the Registrant's
         Confidential Private Placement Memorandum dated September 9, 1998, as
         amended*

10.23    Employment Agreement between the Registrant and James O'Callaghan dated
         May 20, 1998*+

10.24    Lease agreement between the Registrant and NP#2 dated as of July 29,
         1998 relating to the premises at 2441 South 3850 West, West Valley
         City, Utah 84120*

10.25    Agreement between KME and the Registrant dated October 19, 1998
         relating to the Registrant's providing of technical assistance and
         development relating to the Giarange telephone*

10.26    Agreement between KME and the Registrant dated as of March 1, 1998
         relating to the Panasonic MicroCast System*

10.27    General and Mutual Release Agreement between the Registrant and Phil
         Acton dated November 2, 1998*+

10.28    Agreement and Waiver Agreement by and among the Registrant and the
         Bridge Noteholders dated November 25, 1998*

10.29    1998 Employee Incentive Stock Option Plan*+

10.30    1998 Non-qualified Stock Option Plan*+

10.31    Amendment of Agreement by and among the Registrant and the Bridge
         Noteholders dated as of March 26, 1999*

10.32    Loan Agreement by and among the Registrant and the Senior Secured
         Noteholders dated as of May 14, 1999, together with the Notes,
         Pledge/Security Agreement, Pledgee Representative Agreement,
         Subordination and Registration Rights Agreement*



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10.33    Two separate Agreements by and among the Registrant and the 1999 Bridge
         Noteholders dated August 19, 1999*

10.34    Waiver Agreement by and among the Registrant and the Bridge Noteholders
         dated as of December 7, 1999*

10.35    Registration Rights Agreement by and among the Registrant and the
         purchasers of common stock issued pursuant to the Registrant's
         Confidential Private Placement Memorandum dated January 12, 2000 as
         amended.**

27       Financial Data Schedules*



- -------------------
**     Filed herewith

*      Filed previously

+      Management contract or compensatory plan or arrangement filed previously

(b)         No reports on Form 8-K were filed by the Registrant during the
            quarter ended March 31, 2000.


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