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


                               FORM 8-K


                            CURRENT REPORT
   Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


                     Date of Report: March 16, 1999
            Date of earliest event reported: February 02, 1999





                    CHADMOORE WIRELESS GROUP, INC.
       (Exact name of registrant as specified in its charter)




        Colorado                    0-20999                      84-1058165
- --------------------------------------------------------------------------------
(State or other jurisdiction       (Commission                 (IRS Employer
     of incorporation)             File Number)              Identification No.)



     2875 E. Patrick Lane, Suite G                                 89120
- --------------------------------------------------------------------------------
(Address of principal executive offices)                        (Zip Code)



Registrant's telephone number, including area code:        (702) 740-5633
                                                   -----------------------------



       (Former name or former address, if changed since last report.)





Item 5.  Other Events  

        On March 2, 1999, pursuant to a Senior Secured Loan Agreement, among
Chadmoore Wireless Group, Inc., a Colorado corporation ("Chadmoore"), GATX
Capital Corporation and Chadmoore's subsidiaries, Chadmoore borrowed $13.5
million from GATX Capital, such amount to be increased at the option of GATX
Capital to $27 million. The closing of this transaction provides Chadmoore with
financing for up to $27 million, of which $13.5 million has now been funded. Per
the agreement, GATX Capital, at its sole discretion, has the option to make
available up to $13.5 million in additional funds, within 120 days.

        Loans will be made at an interest  rate fixed at the time of the funding
based on  five-year  US  Treasury  notes plus  5.5%,  a  five-year  amortization
schedule  following  an interest  only  period,  and  warrants to purchase up to
1,822,500 shares of the Company's Common Stock at an exercise price of $0.39 per
share when issued to GATX Capital.  The loan is secured by substantially all the
assets of the Company;  provided,  however,  that if the full $27 million is not
received  within  120 days of  funding, certain  assets  will be  released  from
security and the number of the warrants will be reduced proportionately.

        Reference is hereby made to the Senior Secured Loan Agreement and
related documents filed herewith as exhibits for a more complete description of
the terms and conditions of the transaction. 


Item 7.  Financial Statements and Exhibits

         (a)      Financial Statements

                  None.

         (b)      Exhibits

                  10.1   Senior Secured Loan Agreement

                  10.2   CWG Note

                  10.3   CCI Note

                  10.4   Security Agreement

                  10.5   Guarantee

                  10.6   Warrant



                                   SIGNATURES

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

                                         CHADMOORE WIRELESS GROUP, INC.



                                         By:  /s/ Robert W. Moore
                                              --------------------------
                                              Robert W. Moore, President

Date: March 16, 1999