UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C.  20549
                            _____________________
                                  FORM 10-Q/A
                                AMENDMENT NO. 1


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

                     For the quarter ended March 31, 1999

                       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.)


             2441 South 3850 West, West Valley City, Utah    84120
             -----------------------------------------------------
             (Address of principal executive offices)   (Zip Code)


             Registrant's telephone number:    (801) 575-6600


   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 May 3, 1999 there were 16,950,855 shares of the Registrant's Common
   Stock, par value  $0.001, issued and outstanding.

<PAGE>


                                  TABLE OF CONTENTS

                                                                     Page
PART 1.   Financial Information

Item 1.   Financial Statements:

          Condensed Consolidated Balance Sheets (Unaudited)-
          March 31, 1999 and December 31, 1998 . . . . . . . . . .     1

          Condensed Consolidated Statements of Operations (Unaudited)
          for the Three Months Ended March 31, 1999 and 1998 . . .     3

          Condensed Consolidated Statements of Cash Flows (Unaudited)
          -for the Three Months Ended March 31, 1999 and 1998. . .     4

          Notes to Condensed Consolidated Financial Statements
          (Unaudited)  . . . . . . . . . . . . . . . . . . . . . .     6

Item 2.   Management's Discussion and Analysis of Financial Condition
          and Results of Operation . . . . . . . . . . . . . . . .     8

PART II.  Other Information

Item 1.   Legal Proceedings  . . . . . . . . . . . . . . . . . . .    15

Item 2.   Changes in Securities and Use of Proceeds  . . . . . . .    15

Item 3.   Defaults Upon Senior Securities  . . . . . . . . . . . .    16

Item 4.   Submission of Matters to a Vote of Security Holders. . .    16

Item 6.   Exhibits and Reports on Form 8-K . . . . . . . . . . . .    16

          Signatures . . . . . . . . . . . . . . . . . . . . . . .    18

<PAGE>

 PART I FINANCIAL INFORMATION

 Item 1.   Financial Statements

                     WORLD WIRELESS COMMUNICATIONS, INC.
                               AND SUBSIDIARIES
                    CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (UNAUDITED)



                                    ASSETS

                                                  March 31,   December 31,
                                                    1999          1998
                                                 ___________   ___________
 Current Assets
     Cash and cash equivalents                   $   861,297   $   614,897
     Investment in securities available-for-sale     137,648       137,648
     Trade receivables, net of allowance of
      $65,000                                        515,805       327,387
     Other receivables                               107,163        77,005
     Inventory                                       477,000       550,239
     Prepaid expenses                                 22,265        18,594
                                                 ___________   ___________
        Total Current Assets                       2,121,178     1,725,770
                                                 ___________   ___________

 Equipment                                         2,093,308     2,085,930
     Less accumulated depreciation                (1,276,527)   (1,047,285)
                                                 ___________   ___________
        Net Equipment                                816,781     1,038,645
                                                 -----------   -----------
 Goodwill, net of accumulated amortization           907,695       957,794

 Other Assets, net of accumulated amortization       395,775       414,381
                                                 ___________   ___________

 Total Assets                                    $ 4,241,429   $ 4,136,590
                                                 ===========   ===========

                                                                (CONTINUED)
 The accompanying notes are an integral part of these condensed consolidated
 financial statements.
						 1
<PAGE>



                     WORLD WIRELESS COMMUNICATIONS, INC.
                               AND SUBSIDIARIES
              CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED)
                                 (UNAUDITED)


                LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

                                                  March 31,   December 31,
                                                    1999          1998
                                                 -----------   -----------
 Current Liabilities
     Trade accounts payable                      $   478,373   $   982,506
     Accrued liabilities                             895,084       880,638
     Notes payable                                 2,301,124     2,992,858
     Obligations under capital lease -
      current portion                                185,732       197,626
                                                 -----------   -----------
        Total Current Liabilities                  3,860,313     5,053,628
                                                 -----------   -----------
 Long-Term Obligations Under Capital Lease            62,476        84,968
                                                 -----------   -----------
 Stockholders' Equity (Deficit)
     Preferred stock - $0.001 par value;
      1,000,000 shares authorized; no shares
      issued                                              -             -
     Common stock  - $0.001 par value;
      50,000,000 shares authorized; issued
      and outstanding: 16,950,855 shares
      at March 31, 1999  and 13,920,400
      shares at December 31, 1998                     16,950        13,920
     Additional paid-in capital                   28,406,418    25,419,026
     Unearned compensation                           (57,750)      (70,518)
     Receivable from shareholder                     (66,828)      (66,828)
     Accumulated deficit                         (28,042,798)  (26,360,254)
     Accumulated other comprehensive income           62,648        62,648
                                                 -----------   -----------
        Total Stockholders' Equity (Deficit)         318,640    (1,002,006)
                                                 -----------   -----------
 Total Liabilities and Stockholders'
  Equity (Deficit)                               $ 4,241,429   $ 4,136,590
                                                 ===========   ===========

 The accompanying notes are an integral part of these condensed consolidated
 financial statements.
						2
<PAGE>

                      WORLD WIRELESS COMMUNICATIONS, INC.
                               AND SUBSIDIARIES
              CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                 (UNAUDITED)

                                                   For the Three Months
                                                      Ended March 31,
                                                 -------------------------
                                                    1999           1998
                                                 -----------   -----------

       Sales                                     $ 1,033,375   $ 1,308,883

       Cost of Sales                                 821,685       656,448
                                                 -----------   -----------
       Gross Profit                                  211,690       652,435
                                                 -----------   -----------
       Expenses
         Research and development expense            241,265       663,749
         General and administrative expenses       1,132,758     1,385,096
         Amortization of goodwill                     50,099       401,495
         Interest expense                            474,794        24,581
                                                 -----------   -----------
           Total Expenses                          1,898,916     2,474,921
                                                 -----------   -----------
       Loss From Operations                       (1,687,226)   (1,822,486)

       Interest Income                                 4,682            -

       Other Income                                       -        319,528
                                                 -----------   -----------
       Net Loss                                  $(1,682,544)  $(1,502,958)
                                                 ===========   ===========

       Basic and Diluted Loss Per Common Share   $     (0.11)  $     (0.14)
                                                 ===========   ===========
       Weighted Average Number of Common Shares
        Used in Per Share Calculation             15,023,002    10,468,831
                                                 ===========   ===========


       The accompanying notes are an integral part of these condensed
       consolidated financial statements.
       						 3
<PAGE>

                            WORLD WIRELESS COMMUNICATIONS, INC.
                                      AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                        (UNAUDITED)


                                                      For the Three Months
                                                        Ended March 31,
                                                    -------------------------
                                                       1999          1998
                                                    -----------   -----------
    Cash Flows From Operating Activities
      Net Loss                                      $(1,682,544)  $(1,502,958)
      Adjustments to reconcile net loss
       to net cash used by operating activities:
         Amortization of goodwill                        50,099       401,495
         Depreciation and amortization                  247,848       166,497
         Amortization of debt discount                  216,963            -
         Amortization of unearned compensation           38,686            -
         Stock issued for interest                       93,698            -
         Stock issued for services                      172,466            -
         Compensation from stock options granted         21,540       412,005
         Gain on sale of business                            -       (319,528)
         Changes in operating assets and liabilities:
            Accounts receivable                        (218,576)     (148,973)
            Inventory                                    73,239        37,621
            Prepaid expenses                             (3,671)       (2,256)
            Accounts payable                           (504,133)       99,845
            Accrued liabilities                          14,446        (4,849)
                                                    -----------   -----------
         Net Cash and Cash Equivalents Used By
          Operating Activities                       (1,479,939)     (861,101)
                                                    -----------   -----------
    Cash Flows From Investing Activities
      Payments for the purchase of equipment             (7,378)      (51,437)
      Proceeds from sale of business assets and
       property                                              -        372,499
      Proceeds from receivable from shareholder              -         10,000
                                                    -----------   -----------
         Net Cash and Cash Equivalents Provided
          by (Used by) Investing Activities              (7,378)      331,062
                                                    -----------   -----------
    Cash Flows From Financing Activities
      Proceeds from issuance of common stock          1,876,800       957,267
      Proceeds from exercise of stock options                -         27,970
      Proceeds from borrowings, net of discounts             -        414,246
      Principal payments on notes payable              (108,697)     (361,211)
      Principal payments on obligation under
       capital lease                                    (34,386)      (53,154)
                                                    -----------   -----------
         Net Cash and Cash Equivalents Provided
           By Financing Activities                    1,733,717       985,118
                                                    -----------  ------------
    Net Increase In Cash and Cash Equivalents           246,400       455,079

    Cash and Cash Equivalents - Beginning
     of Period                                          614,897       218,234
                                                    -----------  ------------
    Cash and Cash Equivalents - End of Period       $   861,297  $    673,313
                                                    ===========  ============
                                                                  (CONTINUED)

       The accompanying notes are an integral part of these condensed
       consolidated financial statements.
       					4
<PAGE>

                     WORLD WIRELESS COMMUNICATIONS, INC.
                               AND SUBSIDIARIES
         CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
                                 (UNAUDITED)

    Supplemental Cash Flow Information -

       Cash paid for interest was $109,932 and $17,839 for the three months
       ended March 31, 1999 and 1998, respectively.

    The accompanying notes are an integral part of these condensed
      consolidated financial statements.
       					5
<PAGE>

                     WORLD WIRELESS COMMUNICATIONS, INC.
                               AND SUBSIDIARIES
       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


       NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

       Interim Condensed Consolidated Financial Statements - The
       accompanying condensed consolidated financial statements are
       unaudited.  In the opinion of management, all necessary adjustments
       (which include only normal recurring adjustments) have been made to
       present fairly the financial position, results of operations and cash
       flows for the periods presented.  Certain information and note
       disclosure normally included in financial statements prepared in
       accordance with generally accepted accounting principles have been
       condensed or omitted.  It is suggested that these condensed
       consolidated financial statements be read in conjunction with the
       financial statements and notes thereto included in the December 31,
       1998 annual report on Form 10-K/A. The results of operations for the
       three month period ended March 31, 1999 are not necessarily
       indicative of the operating results to be expected for the full year.

       NOTE 2 - COMMON STOCK

       During February 1999, the Company issued 2,040,000 common shares for
       cash in the amount of $2,040,000 received in a private placement
       offering. In connection with the offering, the Company granted
       options to purchase 200,000 common shares at $1.75 per share within 5
       years, and issued 8,000 shares of common stock as finders' fees. The
       Company also paid $163,200 as finders' fees.

       During March 1999, noteholders converted two unsecured promissory
       notes totaling $800,000, together with accrued interest, into 893,698
       common shares at $1.00 per share under the terms of a conversion
       privilege granted to the noteholders in December 1998.

       During the first quarter of 1999, the Company issued 88,757
       restricted common shares for services valued at $172,466, or $1.74
       per share.

       NOTE 3 - MANDATORILY REDEEMABLE PREFERRED STOCK AND WARRANTS

       On May 14, 1999 the Company offered to issue 650 shares of senior
	 liquidating mandatorily redeemable 10% preferred stock with a
	 liquidation preference of $1,000 per share and detachable five-
	 year warrants to purchase 3,250,000 common shares at $0.25 per
	 share, and issued such shares of preferred stock on July 1, 1999.
	 The preferred shares must be redeemed on or before May 14, 2000
	 at their par value plus accrued dividends. The preferred stock
	 cash dividend requirement is $65,000 annually. The preferred stock
	 was issued for $650,000 consisting of $400,000 cash and the
	 deemed payment of $250,000 principal amount of the 1998 bridge
 	 loan notes. The issuance of the preferred stock with warrants was
	 accounted for as the granting of a favorable conversion feature
	 to the preferred stockholders. The value assigned to the
	 warrants was based on their intrinsic value but was limited to
	 the cash proceeds and the amount of the notes converted. Since
	 the warrants were immediately exercisable, the resulting
 	 discount to the preferred stock of $650,000 was recognized on
	 the date granted as a preferred dividend.

	 NOTE 4 - NOTES PAYABLE

	 As of March 31, 1999, the Company was carrying $2,395,528 of
	 1998 Bridge Loan notes payable which were to have matured May
	 15, 1999. On May 14, 1999 the Company issued $2,600,000 of
	 senior secured 16% notes payable which mature in one year. The
	 notes were issued for $2,600,000 consisting of $1,600,000 in
	 cash and the deemed payment of $1,000,000 principal amount of
	 1998 Bridge Loan notes. The remaining 1998 Bridge Loan notes,
	 after this payment and the payment from the proceeds of the
	 preferred stock, were renewed with terms equivalent to the senior
	 secured 16% notes payable as follows: The notes payable are
	 secured by substantially all the Company's assets. Interest on
	 the notes is payable quarterly. A mandatory pre-payment of
	 principal equal 25% of the gross proceeds from any issuance of
	 the Company's securities is due upon the closing of the issuance.
	 The notes will be in default if the reported loss before interest,
	 depreciation, amortization and taxes exceeds $1,000,000 for the
	 quarter ended June 30, 1999, or if income as computed above is
	 less than $250,000 or $1,000,000 for the quarters ended September
	 30, 1999 and December 31, 1999, respectively. The Notes will
	 also be in default if the Company fails to make a mandatory
	 pre-payment of principal from the issuance of the Company's
	 securities. If the notes are determined to be in default for a
	 quarter, the Company could be required to issue five-year
 	 warrants to purchase 300,000 shares of common stock at $0.25
	 per share as compensation for the default with respect to such
	 quarter.

						6
<PAGE>


                     WORLD WIRELESS COMMUNICATIONS, INC.
                               AND SUBSIDIARIES
       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


       NOTE 5 - COMMITMENTS AND CONTINGENCIES

       Legal Proceedings - The Company leased computer-aided design software
       which did not perform as specified; the software, which cost
       $550,887, was returned to the seller. The Company has requested a
       cancellation of the $735,207 debt including a technical support
       agreement in the amount of $184,320. The software vendor, Mentor
       Graphics, Inc., commenced a lawsuit against the Company seeking
       damages of approximately $485,000 plus interest, legal fees and
       expenses arising out of the Company's alleged breach of contract for
       the purchase of software and related items. The Company believes that
       it has adequate defenses against the claim and plans to defend the
       action, although there can be no assurance as to the outcome thereof.
       The Company has made adequate provision in the financial statements
       for any anticipated outcome.

       An investment banking firm commenced a lawsuit against the Company
       seeking to recover damages of $231,129, plus legal fees and expenses.
       In this case, the Company asserted a counterclaim seeking damages of
       approximately $250,000. While the Company believes that it has
       adequate defenses to the claim and that its counterclaim similarly
       has merit, there can be no assurance as to the outcome of the
       litigation.

       Unasserted Claim - The Company received an oral request in 1998 from
       Mr. and Mrs. Richard Austin to rescind the Company's purchase of the
       stock of Austin Antenna Ltd., which closed in 1997. In addition, Mr.
       Austin requested that the Company bear the cost of (i) the legal fees
       and expenses in a litigation commenced against Mr. Austin in a state
       court in Massachusetts brought by Charles Rich seeking damages of
       approximately $50,000 for non-payment of commissions arising out of
       the Company's purchase of Austin Antenna Ltd. and (ii) the unpaid
       finder's fee that is the subject of the litigation. The Company, in
       turn, has advised Mr. and Mrs. Austin that Austin Antenna Ltd. has
       breached its agreement with the Company by, among other things,
       failing to furnish it with proprietary engineering drawings and
       related data that would enable the Company to manufacture the
       antennas now produced by Austin Antennas Ltd., but such data has not
       yet been completely provided to the Company. Although the Company
       believes that its claim against Austin Antenna Ltd. and the claims of
       Mr. and Mrs. Austin will be amicably resolved, there can be no
       assurance as to the outcome thereof.

						7
<PAGE>

       ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
       AND RESULTS OF  OPERATIONS

       When used in this discussion, the words "expect(s)", "feel(s)",
       "believe(s)", "will", "may", "anticipate(s)" and similar expressions
       are intended to identify forward-looking statements.  Such statements
       are subject to certain risks and uncertainties, which could cause
       actual results to differ materially from those projected.  Readers
       are cautioned not to place undue reliance on these forward-looking
       statements, and are urged to carefully review and consider the
       various disclosures elsewhere in this Form 10-Q/A.

       Three Months Ended March 31, 1999 and Three Months Ended March 31, 1998

       Sales in the three-month period ended March 31, 1999 were $1,033,375
       compared to $1,308,883 during the three-month period ended March 31,
       1998.  During the first quarter of 1999 the Company derived its
       revenue as follows: engineering services, $644,818, wireless
       products, $28,109, antenna, $85,988 and contract and cable
       manufacturing, $274,460. During the first quarter of 1998 the
       Company derived its revenue from engineering services $1,104,934, and
       contract and cable manufacturing, $203,949.

       Gross profit in the three-month period ended March 31, 1999 was
       $211,690 compared to $652,435 during the comparable period during
       1998. This decrease is primarily due to two factors: during the first
       quarter of 1998, 84% of the Company's revenues were derived from the
       more profitable business engineering services segment compared to 62%
	 in the first quarter of 1999.  Also, in the first quarter of 1998,
       the Company met certain design and development contract milestones
       for efforts and costs incurred over several preceding periods.

       The Company reduced its research and development costs and its
       general and administrative expenses by $674,822 from $2,048,845 in
	 the first quarter in 1998 to $1,374,023 in the first quarter in 1999.
       This reduction was primarily due to the reduction of employees from
       90 employees in the first quarter of 1998 to 54 in the first quarter
       of 1999.

       The amortization of goodwill decreased $351,396 from $401,495 for the
       three-months ending March 31, 1998 to $50,099 for the three-months
       ending March 31, 1999. This decrease is due to the impairment of
       goodwill the Company recognized in the third quarter of 1998.

       Interest expense increased  $450,213 from $24,581 for the
       three-months ending March 31, 1998 to $474,794 for the three-months
       ending March 31, 1999. This increase is due to two factors: (1) the
       increased debt from average quarterly debt of $1,210,690 in the first
       quarter of 1998 to average quarterly debt of $2,912,392 in the first
       quarter of 1999 and (2) in May 1998, the Company executed certain
       bridge loans, in the amount of $2,500,000. The bridge loans have
       detachable warrants, which has been accounted for as a discount of
       the related notes and is amortized to interest expense over the life
       of the note.  The amortization of this debt discount was approximately
	 $216,000 in the first quarter of 1999, while the Company had no such
	 discount expense in the first quarter of 1999.

						9
<PAGE>

       During January 1998, the Company sold its SecuriKey business assets
       and property including customer lists, technology, equipment and
       related products to a shareholder/employee for $372,499.  The sale
       resulted in a gain of $319,528. During the first quarter of 1999 the
       Company earned $4,682 of interest income.

       Liquidity and Capital Resources

       The Company's liquidity at March 31, 1999 increased compared to
       December 31, 1998.  Current assets increased by $395,408 although
       short-term borrowings decreased by $1,193,315.

       In order to sustain operations, the Company borrowed $2,500,000
       pursuant to an offering of units consisting of (a) its Senior Secured
       Notes, maturing on May 15, 1999 and bearing simple interest at the
       rate of 16% per annum, payable quarterly (the "Notes") and (b)
       warrants to purchase 250,000 shares of the Common Stock exercisable
	 for up to five years from the date of issuance at an exercise price
	 of $0.75 per share (subject to adjustment under certain circumstances,
	 such as stock splits).  Moreover, in the event the Company fails to
	 pay the Notes at their maturity date, the Company can be required
	 to issue warrants to purchase up to an additional 333,333 shares of
       the Company's common stock exercisable for up to five years at an
	 exercise price of $2.50 per share (subject to adjustment under
	 certain circumstances) payable at the rate of 83,333 shares of common
	 stock for each 90-day period thereafter during which such default
	 continues. Such offering was made in a private placement transaction
	 exempt from registration under the Securities Act of 1933, as amended.
	 The Notes are mandatorily prepaid in the event that the Company closes
	 an offering of its securities, whether through one or more private
       placements or secondary public offerings, in accordance with the
       formula described below under "Risk of Default with Debtholders."

	 Subsequent to the first quarter of 1999, the above 1998 Bridge Loans
	 were paid in full when on May 14 the Company issued $2,600,000 of
	 senior secured 16% notes payable which mature in one year. The notes
	 were issued for $2,600,000 consisting of $1,600,000 in cash and the
	 deemed payment of $1,000,000 principal amount of 1998 Bridge Loan
	 notes. The notes payable are secured by substantially all the
	 Company's assets. Interest on the notes is payable quarterly. A
	 mandatory pre-payment of principal equal to 25% of the gross proceeds
	 form any issuance of the Company's securities is due upon the closing
	 of the issuance. The notes will be in default if the reported loss
	 before interest, depreciation, amortization and taxes exceeds
	 $1,000,000 for the quarter ended June 30, 1999, or if income as
	 computed above is less than $250,000 or $1,000,000 for the quarters
	 ended September 30, 1999 and December 31, 1999, respectively. The
	 Notes will also be in default if the Company fails to make a mandatory
	 pre-payment of principal from the issuance of the Company's securities.
	 If the notes are determined to be in default for a quarter, the Company
	 could be required to issue five-year warrants to purchasse 300,000
	 shares of common stock at $0.25 per share as compensation for the
	 default with respect to such quarter.

	 Subsequent to the first quarter of 1999, on May 14, 1999 the Company
	 also offered to issue 650 shares of senior liquidating mandatorily
	 redeemable 10% preferred stock with a liquidation preference of
	 $1,000 per share and detachable five-year warrants to purchase
	 3,250,000 common shares at $0.25 per share, and issued such shares
	 of preferred stock on July 1, 1999. The preferred shares must be
	 redeemed on or before May 14, 2000 at their par value plus accrued
	 dividends. The preferred stock cash dividend requirement is $65,000
	 annually. The preferred stock was issued for $650,000 consisting of
	 $400,000 cash and the deemed payment of $250,000 principal amount
	 of 1998 bridge loan notes.

       Nevertheless, in management's opinion, the Company will not be able
       to satisfy its needs for additional capital through borrowing, but
       will be able to meet these needs only by issuing additional equity
       securities.  Thus, after May 1998, the Company decided to secure
       additional financing of up to at least $5,000,000 through the further
       sale of its equity securities.  As part of this plan, pursuant to
       certain private placements during the Fall of 1998, the Company
       raised a total of  $1,463,000 through the sale of its Common Stock.
       In addition, pursuant to its Confidential Private Placement
       Memorandum dated January 24, 1999, as amended (the "Offering"), the
       Company raised additional equity financing in the first quarter of
       1999.  However, there can be no assurance that the Company will be
       able to obtain any additional capital or, if so, on terms acceptable
       to it.

       The Company granted the right to two $400,000 note holders on
       December 10, 1998, to convert their notes, together with accrued
       interest, into shares of common stock at $1.00 per share.  Since the
       fair value of the common shares was $1.42 per share at that date, the
       conversion feature was valued at $374,171, which was recognized as
       interest expense on the date granted.  The debt and accrued interest
       was converted into 893,698 common shares on March 4, 1999.

						10
<PAGE>

       Risk of Default with Debtholders

       As stated above, on May 15, 1998, the Company closed an offering
       consisting of $2,500,000 of its Senior Secured Notes (the "Notes")
       and warrants to purchase 250,000 shares of its common stock
       (individually a "Warrant" and collectively the "Warrants") (the "Debt
       Offering").  The Notes originally bore interest at the rate of 10%
       per annum payable quarterly commencing on August 15, 1998, mature on
       May 15, 1999 and are secured by substantially all of the assets of
       the Company.  Pursuant to the terms of the Debt Offering, the Company
       gave the holders of the Notes a first security interest in all of the
       Company's machinery, equipment, automobiles, fixtures, furniture,
       accounts receivable and general intangibles, including any stock in
       any subsidiary, under the Pledge/Security Agreement.

       The Company would have been in default under the Pledge/Security
       Agreement on August 15, 1998 because the Company had revenues of less
       than 70% of that projected for the quarter ended June 30, 1998, which
       failure would have constituted an event of default under the Loan
       Agreement between the parties.  In addition, the Company would have
       been in default under the Pledge/Security Agreement on November 19,
       1998 because the Company had revenues of less than 70% of that
       projected for the quarter ended September 30, 1998, which failure
       would have constituted an event of default under the Loan Agreement
       between the parties.  Upon the occurrence of an event of default, the
       holders of the Notes have the right, among other things, to
       accelerate the due date of the Notes to the date of the default and
       to sell the assets of the Company's securing the debt as means of
       repaying the debt.

       The Company obtained separate waivers of the default for the quarters
       ended June 30, 1998 and September 30, 1998 from each of the holders
       of the Notes.  As a condition thereto, the Company agreed (a) to
       increase the interest rate of the Notes from 10% to 16%, (b) to
       change the exercise price of each Warrant from $3.00 per share to
       $0.25 per share, (c) to grant the holders of the Notes additional
       warrants to purchase 83,333 shares of the Company's Common Stock at
       an exercise price of $0.25 per share, and (d) to use the proceeds of
       any offering of its securities to prepay the holders of the Notes on
       a pro rata basis (excluding any funds provided therein by Lancer
       Partners L.P., Lancer Offshore L. P., Michael Lauer and their
       affiliates), in accordance with a formula set forth in the revised
       Notes, thereby eliminating the prior $5,000,000 threshold for the
       mandatory prepayment of the Notes, effective in each instance as of
       May 15, 1998.  Thus, during the period from November 25, 1998 through
       January 27, 1999, each Note would have been prepayable as follows:

        (a)  25% of the first $1,000,000 of gross proceeds in the case of
             any such transaction occurring between November 25, 1998 and
             January 27, 1999, and 50% of the first $1,000,000 of such
             proceeds raised thereafter;

        (b)  50% of the next $2,000,000 of gross proceeds; and

        (c)  100% of the gross proceeds in excess of $3,000,000 so raised
             until each Note is paid in full.

						11
<PAGE>

 In addition, the holders of the Notes agreed to waive any rights under the
 anti-dilution clause under the Warrants arising from the Offering, except
 in the case of sale of any securities of the Company at any price less than
 $0.25 per share, in which event the exercise price of each of the Warrants
 will be changed to such price.  Thus, the Company believes that such
 defaults will not have any material adverse effect on the financial
 condition or business of the Company.

 The holders of the Notes and the Company agreed to further changes in the
 mandatory prepayment terms of the Notes pursuant to an Amendment of
 Agreements dated March 25, 1999 in accordance with the revised prepayment
 terms set forth below:

     (a)  25% of the first $3,000,000 of gross proceeds in the case of any
          such transaction described above occurring between January 27, 1999
          and May 15, 1999.

     (b)  35% of the next $2,000,000 of gross proceeds so raised; and

     (c)  50% of the gross proceeds in excess of $5,000,000 so raised until
          May 15, 1999 excluding in any case any funds raised from Lancer
          Partners L.P., Lancer Offshore L.P., Michael Lauer and their
          affiliates.

 Thus, this revised mandatory prepayment formula would apply to funds raised
 pursuant to the Company's offering of 5,000,000 shares of its Common Stock
 at $1 per share pursuant to its Confidential Private Placement Memorandum
 dated January 24, 1999.  In consideration for such amendment, the Company
 issued an additional 100,000 warrants at an exercise price of $0.25 per
 share which expire on May 15, 2003.

 The Company was in default under the Pledge/Security Agreement on April 15,
 1999 because the Company had revenues of less than 70% of that projected
 for the quarter ended December 31, 1998, which default would constitute an
 event of default under the Loan Agreement between the parties.   The
 company has not received any notice of default relating to such item.

 However, the Company raised financing of $3,250,000 on May 14, 1999,
 which consisted of borrowing $2,600,000 through senior secured 16% notes
 maturing in one year, issuance of shares of preferred stock, mandatorily
 redeemable in one year, for $650,000 and five year detachable warrants
 to purchase 3,250,000 shares of the Company's common stock. The notes
 are secured by substantially all of the assets of the Company.

 Since the Company will use such funds to pay off the principal amount of
 the Notes of $2,395,528 outstanding and accrued interest of $74,556 in full
 on or immediately after the maturity date of the Notes of May 15, 1999, the
 Notes will have paid in full.  Accordingly, the Company believes that it
 will satisfy its remaining obligations under the Notes in full and does not
 anticipate any further claim with respect thereto, although there can be no
 assurance as to the latter point.  Moreover, there can be no assurance that
 the Company will not commit a default under the 1999 Debt/Equity Offering
 in the future.  In the event that the debtholders sell the Company's assets
 securing the Notes following a current or future default, such sale
 would materially and adversely affect the Company's business and financial
 condition.

 Outlook

 The statements contained in this Outlook are based on current expectations.
 These statements are forward looking and actual results may differ
 materially.

 The Company commenced the shifting of its strategic direction during the
 first quarter of 1999. In early 1999, the Company successfully implemented
 its proprietary X-traWeb network for integrating wireless solutions with
 Internet technologies.  The Company's X-traWeb network allows data from a
 remote wireless radio frequency (RF) system to be accessed via a secure,
 encrypted remote location to simplify the control, access and monitoring of
 those devices.  Currently, X-traWeb is used to monitor, via the Internet,
 data on energy use from an automatic meter reading (AMR) system with
 Modesto Irrigation District in Modesto, California.  The Company first
 received orders for the sale of certain of its X-traWeb products during the
 second quarter of 1999.

 Applications for X-traWeb in addition to AMR include remote monitoring and
 control of wireless supervisory control and data acquisition (SCADA)
 implementations in the oil and gas pipeline; environmental control; water
 and wastewater management; and heating, ventilation and air conditioning
 (HVAC) industries.  Other applications include data access and monitoring
 for vending machines, medical devices and security systems.

					12
<PAGE>

 The Company also began the sale of a series of low speed digital radios
 (LSDR's) and related devices to third parties in addition to those sold to
 Williams Wireless Inc., a subsidiary of the Williams Companies, Inc.  The
 Company presently has a number of LSDR models available, three of which
 (the LSDR 100, the 900 MHz Hopper Radio and the 900 MHz Micro-Hopper Radio)
 have been sold to Williams for use and/or testing in the Williams Telemetry
 Network.

 The Company is focusing its resources on promoting the sale of X-traWeb
 products and believes it will achieve significant sales from this source
 during 1999, although there can be no assurance of such a result.  In
 addition, the Company believes it will also derive significant revenue from
 its sale of its proprietary LSDR's in 1999, although there can be no
 assurance of such a result.  Furthermore, the Company believes that it will
 continue to derive revenue from its contract design and development service
 and manufacturing services, although there can be no assurance of the
 amounts to be derived therefrom.

 In addition, management believes that as deregulation of natural gas and
 other utilities continues, multiple utility suppliers will be serving a
 given city, neighborhood, or industrial park.  Consequently, it will become
 more difficult and time consuming for utility companies to read meters as
 they will generally not be the provider to every user in the city or
 neighborhood which will increase the cost effectiveness of reading utility
 meters remotely.  Management believes that the Williams Telemetry Network,
 described in detail in the Prospectus dated February 17, 1998, is a viable
 alternative to the current practice of manually reading meters.
 Additionally, management believes that William's position as an affiliate
 of a major transporter of natural gas in the United States positions it to
 successfully market its telemetry network, which currently is designed to
 use collector and repeater radios supplied by the Company to gather and
 transmit data.

 Slower than anticipated market adoption of the Williams AMRS has diminished
 projected revenues from the original estimates of $70 million over the
 years 1998-2000.  However, the Company continues to develop and improve
 AMRS products under contract with Williams to develop principally two
 systems: an Automatic Meter Reading System (AMRS) and a wireless pipeline
 Supervisory Control and Data Acquisition Systems (SCADA). Although there
 are current negotiations in progress for firm commitments from Williams for
 AMRS products at this time, there can be no assurance as to the outcome
 thereof.

 SCADA

 Management believes that deregulation of utilities will also increase the
 need for petroleum transporters to monitor and control the distribution of
 their product.  Management believes that wireless data collection and
 transmission systems are optimal solutions for energy transporters whose
 pipelines often traverse remote locations not economically served by
 traditional communicating systems such as telephones.

 The Company has delivered initial quantities of SCADA systems to Williams,
 and anticipates receiving orders from Williams for several million dollars
 that will be shipped during 1999.

 Management believes that the completion of development of AMRS and SCADA
 systems, along with completion of proprietary radio products, may result in
 significant increases in sales.  However, that may lead to working capital
 requirements which would not be provided for from funds generated by the
 initial sales of the products.  The Company is currently pursuing a private
 placement to raise equity financing and is investigating ultimately a
 secondary public offering to meet its working capital and operating needs.
 However, there is no assurance that sufficient capital or any capital will
 be raised from such endeavors.

 On October 15, 1998, the Company entered into a seven-year lease for a
 34,000 square foot facility in West Valley City, Utah. The Company
 consolidated its American Fork and Salt Lake City, Utah operations and
 staff into the new facility. Management expects the new facility to provide
 sufficient manufacturing and office space for the foreseeable future.
 However, if additional capacity were required, management would consider
 out-sourcing a portion of the manufacturing overload.

 If a portion of manufacturing is out-sourced, the Company may lose some
 control over the following areas: cost, timeliness of deliveries and
 quality. However, by out-sourcing a portion of its manufacturing, the
 Company could avoid delays and costs associated with the expansion of its
 own facilities.  The magnitude of any expansion of the Company's
 manufacturing capabilities that is required would be a direct function of
 the sales increase and manufacturing overload, both of which are unknown at
 this time.

 					13
<PAGE>

 The Company anticipates an increase in revenues from the sale and
 manufacturing of the Company's proprietary radio products. The Company will
 market a line of radios to OEM that incorporate them into products such as
 wireless smoke and security alarm systems, ambulatory patient wireless
 monitoring systems, retail point-of-sale systems, and the like. The Company
 has begun providing initial sales samples, and believes there is strong
 customer interest for the products; however, there can be no assurance that
 the Company will be able to manufacture or sell sufficient quantities at
 adequate gross margins to achieve profitability.

 The Company completed development under a contract with Kyushu Matsushita
 Electric Co., Ltd. (KME, which is also known as Panasonic) that calls for
 royalty payments upon shipment of certain KME products.  Shipments of KME
 products containing the Company's technology began during the third quarter
 of 1998. Management believes royalty payments from the contract were earned
 during the fourth quarter of 1998, but were subject to recoupment by KME up
 to the first $600,000 of royalties.  Management further believes that the
 Company may become entitled to royalty payments with respect to the first
 quarter of 1999 (which may be paid during the second quarter of 1999),
 although there can be no assurance of such result.  Additionally, the
 Company entered into follow-on fixed fee contracts with KME during 1998.
 It is management's intent that the fees received will cover the Company's
 costs.  However, these fixed fee arrangements may not cover all of the
 Company's costs incurred in fulfilling any such contract.

 In anticipation of obtaining additional design and development contracts,
 management must continually recruit and hire additional RF (radio
 frequency), software, firmware, digital engineers and sales engineers with
 RF experience. It is extremely difficult, time-consuming and expensive to
 find engineers qualified in those fields. There is no assurance the Company
 will be able to locate and hire such qualified engineers.  Associated with
 the hiring of each engineer, is the need for test and development
 equipment, software and workstations, which increases the Company's cash
 requirements.

 In summary, while management is optimistic about the Company's future, it
 is fully aware that anticipated revenue increases from product sales,
 design and development contracts and royalty income are by no means
 assured, and that if such increases do materialize, the requirements for
 capital are substantial, for which there is no present commitment.
 Moreover, there can be no assurance that such capital or other financing
 will be obtained when needed, or, if so, on terms acceptable to the Company.

 Statement Regarding Forward-Looking Disclosure

 This report includes "forward-looking statements" within the meaning of
 Section 27A of the Securities Act and Section 21E of the Exchange Act which
 represent the Company's expectations or beliefs concerning future events
 that involve risks and uncertainties, including those associated with the
 ability of the Company to obtain financing for its current and future
 operations, to manufacture (or arrange for the manufacturing of) its
 products, to market and sell its products, and the ability of the Company
 to establish and maintain its sales of XtraWeb products. All statements
 other than statements of historical facts included in this Report
 including, without limitation, the statements under "Management's
 Discussion and Analysis of Results of Operations and Financial Condition"
 and "Business" and elsewhere herein, are forward-looking statements.
 Although the Company believes that the expectations reflected in such
 forward-looking statements are reasonable, it can give no assurance that
 such expectations will prove to have been correct.  Important factors that
 could cause actual results to differ materially from the Company's
 expectations ("Cautionary Statements") are disclosed in this Report,
 including without limitation, in conjunction with the forward-looking
 statements included in this report.  All subsequent written and oral
 forward-looking statements attributable to the Company or persons acting on
 its behalf are expressly qualified in their entirely by the Cautionary
 Statements.

					14
<PAGE>

     PART II - OTHER INFORMATION

     ITEM 1.    LEGAL PROCEEDINGS

          Mentor Graphics, Inc. commenced a lawsuit against the Company in
     1998 in a State court in Utah, which was subsequently removed to the
     United States District Court for the District of Utah, seeking damages
     of approximately $485,000 plus interest, legal fees and expenses
     arising out of the Company's alleged breach of contract for the
     purchase of software and related items.  The Company anticipates that
     such lawsuit will be settled, although there can be no assurance of
     such result.

          PaineWebber Incorporated commenced a lawsuit against the Company
     in the United States District Court for the Southern District of New
     York in December, 1998 which the plaintiff seeks to recover damages of
     approximately $231,000 plus legal fees and expenses of its counsel in
     such action.  In this case, the Company asserted a counterclaim seeking
     damages of approximately $250,000.   The Company anticipates that such
     lawsuit will be settled, although there can be no assurance of such
     result.

          The Company received an oral request in 1998 from Mr. and Mrs.
     Richard Austin to rescind its purchase of the stock of Austin Antenna
     Ltd. and related assets which closed in 1997.   In addition, Mr. Austin
     requested that the Company bear the cost of (i) the legal fees and
     expenses in a litigation commenced against Mr. Austin in a state court
     in Massachusetts brought by Charles Rich seeking damages of
     approximately $50,000 for non-payment of commissions arising out of the
     Company's purchase of Austin Antenna Ltd. and related assets and (ii)
     the unpaid finder's fee that is the subject of the litigation.  The
     Company, in turn, advised Mr. and Mrs. Austin that Austin Antenna Ltd.
     has breached its agreement with the Company by, among other things,
     failing to furnish the Company with proprietary engineering drawings
     and related data that would enable the Company to manufacture the
     antennas now produced by the Austin Antenna division. The Company is
     currently negotiating with Mr. and Mrs. Austin and believes that the
     claims may be resolved amicably, although there can be no assurance as
     to the outcome thereof.

     ITEM 2.    CHANGES IN SECURITIES AND USE OF PROCEEDS

          1.    In January, 1999, the Company issued 2,667 and 5,333
     shares of its Common Stock to Joseph R. Huard and James Kelly,
     respectively, for finder's fees on an equity placement.  The shares were
     issued in reliance upon Section 4(2) of the Securities Act of 1933, as
     amended, (the "Act") and Rule 506 of Regulation D promulgated
     thereunder.  The Company believes that Mr. Huard and Mr. Kelly are
     accredited investors.

          2.    In January, 1999, the Company issued 58,003 shares of its
     Common Stock to Connolly Epstein Chicco Foxman Oxholm & Ewing, Esq.
     ("Connolly") for services valued at $116,006, or $2.00 per share. The
     shares were issued in reliance upon Section 4(2) of the Act and Rule
     506 of Regulation D promulgated thereunder.  Based on information
     obtained by the Company in connection with its relationship with the
     law firm of Connolly, the Company believes that Connolly, through its
     representatives, has such knowledge on business and financial matters
     as to be able to evaluate the merits and risks of an investment in the
     Company.

          3.    In February, 1999, the Company issued for cash 40,000 shares
     of its Common Stock to Alan Cohen at a price of $1.00 per share.  The
     shares were issued in reliance upon Section 4(2) of the Act and Rule
     506 of Regulation D promulgated thereunder.  The Company believes that
     Mr. Cohen is an accredited investor.

						15
<PAGE>

          4.    In February, 1999, the Company issued 20,754 shares of its
     Common Stock to Sterling Technology Partners, LLC for services valued
     at $36,942, or $1.77 per share.  The shares were issued in reliance
     upon Section 4(2) of the Act and Rule 506 of Regulation D promulgated
     thereunder. The Company believes that Sterling Technology Partners, LLC
     is an accredited investor.

          5.    In February, 1999, the Company issued for cash 2,000,000
     shares of its Common Stock to Pensionkasse der Siemens-Gesellschaften
     in der Schwiez ("Pensionkasse") at a price of $1.00 per share.  The
     shares were issued in reliance upon Section 4(2) of the Act and Rule
     506 of Regulation D promulgated thereunder.  The Company believes that
     Pensionkasse is an accredited investor.

          6.    In March, 1999, the Company issued 447,671 shares and
     446,027 shares of its Common Stock to Electronic Assembly Corp. and
     Tiverton Holding, respectively upon conversion of notes payable and
     interest valued at $893,698, or $1.00 per share.  The shares were
     issued in reliance upon Section 4(2) of the Act and Rule 506 of
     Regulation D promulgated thereunder.  The Company believes that
     Electronic Assembly Corp. and Tiverton Holding are accredited investors.

          7.    In March, 1999, the Company also issued 10,000 shares of its
     Common Stock to Sterling Technology Partners, LLC for services valued
     at $19,400, or $1.94 per share.  The shares were issued in reliance
     upon Section 4(2) of the Act and Rule 506 of Regulation D promulgated
     thereunder.  The Company believes that Sterling Technology Partners,
     LLC is an accredited investor.

     ITEM 3.    DEFAULT UPON SENIOR SECURITIES

           A description of certain of the potential defaults committed by
     the Company under the Pledge/Security Agreement dated as of May 15,
     1998 is set forth on pages 11 and 12 of Part I of this Form 10-Q and is
     hereby incorporated by reference.

     ITEM 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

           During February, 1999, the shareholders of the Company held their
     annual meeting at the Company's office at 2441 South 3850 West, West
     Valley City, Utah, and took the following action:

          1.    Elected David D. Singer, Philip Bunker, Brian Pettersen and
     George Denney as directors of the Company;

          2.    Ratified the adoption by the Board of Directors of the
     Company of the 1998 Employee Incentive Stock Option Plan and the 1998
     Non-qualified Stock Option Plan pursuant to which 1,000,000 shares of
     the Company's Common Stock were reserved for issuance under each such
     plan; and

          3.    Ratified the appointment of Hansen Barnett & Maxwell as the
     Company's independent auditors with respect to calendar year 1999.


     ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

            (a)   The following documents are filed as part of
     this report: Financial Statements of the Company (unaudited), including
     Condensed Consolidated Balance Sheets, Condensed Consolidated
     Statements of Operation, Condensed Consolidated Statements of Cash Flow
     and Notes to Financial Statements as of and for the period ended March
     31, 1999. The Exhibits which are listed on the Exhibit Index
     attached hereto.

					   16
<PAGE>

                            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*
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
       Registrants 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*+

					   17
<PAGE>

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 Gigarange 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*
27     Financial Data Schedules*


*      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 quarterly period covered by this report.

						   18
<PAGE>

                                  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:   November 3, 1999         World Wireless Communications, Inc.

                                  /s/ David D. Singer
                                  -------------------------------
                                  David D. Singer
                                  President, Chief Executive Officer
                                  and Principal Financial Officer

						19
<PAGE>