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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Amendment No.: *
Name of Issuer: Widecom Group, Inc.
Title of Class of Securities: Common Stock, $.01 par value
CUSIP Number: 967 575 101
(Name, Address and Telephone Number of Person
Authorized To Receive Notices and Communications)
Mr. Piers M. MacDonald, c/o Gulfstream Partners, L.P.,
Two Greenwich Plaza, Suite #100, Greenwich, CT 06830
(Date of Event which Requires Filing of this Statement)
October 25, 1996
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this
Schedule 13D, and is filing this schedule because of
Rule 13d-1(b)(3) or (4), check the following box [ ].
Check the following line if a fee is being paid with this
statement. (A fee is not required only if the filing person:
(1) has a previous statement on file reporting beneficial
ownership of more than five percent of the class of securities
described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of
class. See Rule 13d-7).
*The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to
the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18
of the Securities Exchange Act of 1934 ("Act") or otherwise
subject to the liabilities of that section of the Act but shall
be subject to all other provisions of the Act (however, see the
Notes).
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CUSIP No. 967 575 101
1. Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Piers M. MacDonald
2. Check the Appropriate Box if a Member of a Group
a.
b.
3. SEC Use Only
4. Source of Funds
AF & WC
5. Check if Disclosure of Legal Proceedings is Required Pursuant
to Items 2(d) or 2(e)
6. Citizenship or Place of Organization
United States of America
Number of Shares Beneficially Owned by Each Reporting Person
With:
7. Sole Voting Power:
80,000
8. Shared Voting Power:
215,000
9. Sole Dispositive Power:
80,000
10. Shared Dispositive Power:
215,000
11. Aggregate Amount Beneficially Owned by Each Reporting Person
295,000
12. Check Box if the Aggregate Amount in Row (11) Excludes
Certain Shares
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13. Percent of Class Represented by Amount in Row (11)
6.56%
14. Type of Reporting Person
IN
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Item 1. Security and Issuer
___________________
The title of the class of equity securities to which
this statement relates is: Common Stock, $.01 par value
in Widecom Group, Inc. (the "Issuer").
The name and address of the principal executive and
business office of the Issuer is:
Widecom Group, Inc.
55 City Center Dr.
Suite 500
L5B IM3 Mississauga
Ontario, Canada
A6 (Ontario)
Item 2. Identity and Background
_______________________
This statement is being filed on behalf of Piers M.
MacDonald (the "Reporting Person"). The principal
business of the Reporting Person is investment
management for Gulfstream Partners, L.P., a Delaware
limited partnership (the "Partnership") in which Mr.
MacDonald serves as Managing General Partner. The
business address for the Reporting Person is Gulfstream
Partners, L.P., Two Greenwich Plaza, Suite #100,
Greenwich, Connecticut 06830.
The Reporting Person has not, during the last five
years, been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors).
The Reporting Person has not, during the last five
years, been a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction which
resulted in a judgment, decree or final order enjoining
future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws
or finding any violations with respect to such laws.
The Reporting Person is a citizen of the United States
of America.
Item 3. Source and Amount of Funds or Other Consideration
_________________________________________________
As of the date hereof, the Reporting Person is deemed to
beneficially own 295,000 Shares of Common Stock (the
"Shares") in the Issuer. All 295,000 Shares were
purchased in open market transactions at an aggregate
cost of $2,550,957.60. The funds for the purchase of
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the Shares held in the Partnership over which the
Reporting Person has investment discretion have come
from the Partnerships' working capital. The funds for
the purchase of the other Shares came from the Reporting
Person's own capital.
Item 4. Purpose of Transactions
_______________________
The Shares beneficially owned by the Reporting Person
were acquired for, and are being held for, investment
purposes. The Reporting Person has no plan or proposal
which relates to, or would result in, any of the actions
enumerated in Item 4 of the instructions to
Schedule 13D.
Item 5. Interest in Securities of Issuer
________________________________
As of the date hereof, the Reporting Person is deemed to
be the beneficial owner of 295,000 Shares. Based on the
Issuer's Form 10-Q filed on November 18, 1996, as of
November 14, 1996, there were 4,494,073 Shares
outstanding. Therefore, the Reporting Person is deemed
to beneficially own 6.56% of the outstanding Shares.
The Reporting Person has the shared or sole power to
vote, direct the vote, dispose of or direct the
disposition of all the Shares that he is deemed to
beneficially own. All transactions in the Shares
effected by the Reporting Person during the sixty days
prior to October 25, 1996 were effected in open-market
transactions and are set forth in Exhibit A hereto.
Item 6. Contracts, Arrangements, Understandings or Relation-
ships with Respect to Securities of the Issuer
____________________________________________________
The Reporting Person does not have any contract,
arrangement, understanding or relationship with any
person with respect to the Shares.
Item 7. Material to be Filed as Exhibits
________________________________
A description of the transactions in the Shares that
were effected by the Reporting Person during the 60 days
prior to October 25, 1996 is filed herewith as
Exhibit A.
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Signature
The undersigned, after reasonable inquiry and to the
best of his knowledge and belief, certifies that the information
set forth in this statement is true, complete and correct.
/s/ Piers M. MacDonald
______________________________
Piers M. MacDonald
December 11, 1996
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00343001/AH5
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Exhibit A
_________
SCHEDULE OF TRANSACTIONS
________________________
Date Shares Acquired/(Sold) Price Per Share
____ ______________________ _______________
9/10/96 10,000 $8.81
10/10/96 10,000 7.73
10/11/96 5,000 7.6875
10/11/96 15,000 7.8125
10/14/96 20,000 8.1069
10/14/96 10,000 8.06
10/15/96 20,000 8.2162
10/16/96 10,000 8.185
10/17/96 22,500 9.0188
10/18/96 35,000 9.2978
10/18/96 10,000 9.26
10/21/96 15,000 9.7383
10/21/96 15,000 9.935
10/22/96 5,000 9.53
10/23/96 10,000 9.155
10/24/96 10,000 9.2175
10/25/96 2,500 8.9248
10/25/96 2,500 8.92654
10/28/96 9,000 10.0362
10/29/96 5,000 10.08
10/31/96 10,000 9.761685
11/12/96 10,000 10.0925
11/14/96 2,000 9.675
11/27/96 18,000 8.675
11/27/96 4,000 8.551
00343001.AH5
