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

                                   FORM 12b-25

                                 SEC FILE NUMBER
                                    333-38567

                                  CUSIP NUMBER
                                   981558102

                           NOTIFICATION OF LATE FILING

(CHECK ONE):  | | Form 10-K   |_| Form 20-F  |_| Form 11-K  [x] Form 10-QSB

              |_|  Form N-SAR

                        For Period Ended: March 31, 2003

            /  /  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: _______________________________________


    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:

Not Applicable
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PART I - REGISTRANT INFORMATION

WORLD WIRELESS COMMUNICATIONS, INC.
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Full Name of Registrant


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Former Name if Applicable

5670 GREENWOOD PLAZA BOULEVARD, SUITE 340
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Address of Principal Executive Officer (Street and Number)

GREENWOOD VILLAGE, COLORADO 80111
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City, State and 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

     [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, Form 20-F, 11-K, 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 of transition  report 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
          12-b-25(C) has been attached if applicable.


                              PART III - NARRATIVE

     State below in reasonable detail the reasons why the Form 10-K, 11-K, 10-Q,
N-SAR, or the transition  report or portion  thereof,  could not be filed within
the prescribed time period. (Attach Extra Sheets if Needed)

     WORLD  WIRELESS  COMMUNICATIONS,  INC.  (THE  "COMPANY") IS WAITING FOR THE
COMPLETION OF ITS UNAUDITED  FINANCIAL STATEMENT TO BE INCLUDED IN ITS REPORT ON
FORM 10-Q FOR THE QUARTER  ENDED MARCH 31, 2003.  THE  COMPLETION OF SUCH REPORT
HAS BEEN DELAYED DUE TO THE  ADDITIONAL  RESPONSE  TIME NEEDED BY THE COMPANY TO
COMPLETE ITS REVIEW OF CERTAIN  ITEMS IN  CONNECTION  WITH ITS  OPERATIONS.  THE
COMPANY  INTENDS TO FILE ITS REPORT ON FORM 10-Q FOR THE QUARTER ENDED MARCH 31,
2003 PROMPTLY AFTER THE REVIEW OF SUCH INFORMATION.


                           PART IV - OTHER INFORMATION

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

          STEPHEN R. FIELD, ESQ.                      (212) 681-0870

     (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  (of for such
          shorter) period that the registrant was required to file such reports)
          been filed? If answer is no, identify report(s).        Yes |X| No | |

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     (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?                             Yes |X |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 Registrant's sales for the three-month period ended March 31, 2003 were
lower than such sales during the three months ended March 31, 2002.

     It is  anticipated  that  the  Registrant  will  incur a net  loss  for the
three-month period ended March 31, 2003, and a net loss per share, which will be
lower than the loss, and the net loss per share, for the quarter ended March 31,
2002.


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                      WORLD WIRELESS COMMUNICATIONS, INC.

has caused this  notification to be signed on its behalf by the undersigned
hereunto duly authorized.

Date:  May 16, 2003                     By:  /s/ Robert W. Hathaway
                                        -----------------------
                                        Robert W. Hathaway
                                        Vice President of Finance and
                                        Chief Financial Officer