U.S. SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 12B-25

                           NOTIFICATION OF LATE FILING

                            SEC FILE NUMBER 001-15837

                             CUSIP NUMBER 981558102


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

                  For Period Ended: December 31, 2002

                  [ ] 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, SUITE 340

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]          (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.

[X]          (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.
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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 AUDITED FINANCIAL STATEMENT TO BE INCLUDED IN ITS REPORT ON
FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2002. THE COMPLETION OF SUCH REPORT
HAS BEEN DELAYED DUE TO THE TIME NEEDED BY THE COMPANY TO COMPLETE ITS REVIEW OF
CERTAIN ITEMS IN CONNECTION WITH ITS RESULTS. THE COMPANY INTENDS TO FILE ITS
REPORT ON FORM 10-K FOR THE FISCAL YEAR ENDED DECEMBER 31, 2002 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 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 MARCH 31 , 2002                              By /s/ David D. Singer
                                                 -------------------------------
                                                  DAVID D. SINGER
                                                  PRESIDENT AND
                                                  CHIEF EXECUTIVE OFFICER




ATTACHMENT TO FORM 12B-25 FILED BY WORLD WIRELESS COMMUNICATIONS, INC FOR THE
FISCAL YEAR ENDED DECEMBER 31, 2002
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It is  anticipated  that the Registrant  will incur a net loss of  approximately
$9,846,582  for the year ended  December  31,  2002,  or a $0.31 loss per share,
compared to a net loss of  $8,046,672 or $0.26 loss per share for the year ended
December 31, 2001.

The loss for the year ended  December  31, 2002 does not  reflect  the  possible
impact of those items  discussed in Part III above,  which could be significant.
Also the loss does not consider any adjustments  relating to the  recoverability
of  recorded  asset  amounts  or the  amounts  and  classification  of  possible
additional liabilities.