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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.: 1
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 28, 1997
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 [ ].
Note: Six copies of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) for other
parties to whom copies are to be sent.
*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:
33,500
8. Shared Voting Power:
211,500
9. Sole Dispositive Power:
33,500
10. Shared Dispositive Power:
211,500
11. Aggregate Amount Beneficially Owned by Each Reporting Person
245,000
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)
4.40%
14. Type of Reporting Person
IN
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The purpose of this Amendment No. 1 to the previously filed
Schedule 13D is to report that the ownership of Piers M.
MacDonald (the "Reporting Person") in the Common Stock, $.01 par
value (the "Shares"), of Widecom, Inc. (the "Issuer") has
decreased from 6.56% to 4.40% of the Shares outstanding. All
capitalized terms not defined herein have the definitions given
them in the original Schedule 13D.
Item 1. Security and Issuer
___________________
No change.
Item 2. Identity and Background
_______________________
No change.
Item 3. Source and Amount of Funds or Other Consideration
_________________________________________________
As of the date hereof, the Reporting Person is deemed to
beneficially own 245,000 Shares of the Issuer. The
funds for the purchase of 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
_______________________
No change.
Item 5. Interest in Securities of Issuer
________________________________
As of the date hereof, the Reporting Person is deemed to
be the beneficial owner of 245,000 Shares. Based on the
Issuer's Form 10-Q filed on August 19, 1997 as of
June 30, 1997, there were 5,565,251 Shares outstanding.
Therefore, the Reporting Person is deemed to
beneficially own 4.40% 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.
The Reporting Person ceased to be deemed to be the
beneficial owner of more than 5% of the outstanding
Shares on August 26, 1997. All transactions in the
Shares effected by the Reporting Person during the sixty
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days prior to August 27, 1997 through the date of this
filing 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
____________________________________________________
No change.
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 August 26, 1997 through the date of this filing
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
October 29, 1997
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00343001.AI0
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Exhibit A
_________
SCHEDULE OF TRANSACTIONS
________________________
Date Shares Acquired/(Sold) Price Per Share
____ ______________________ _______________
8/18/97 (5,000) $2.28
8/26/97 (7,000) 2.33
8/27/97 (1,500) 2.25
9/4/97 (1,000) 2.18992
9/8/97 (5,000) 2.06416
9/9/97 (2,000) 2.02243
9/9/97 (6,000) 1.95993
9/11/97 (1,000) 1.95608
10/7/97 (2,000) 2.083
10/9/97 (2,000) 2.1455
10/28/97 (7,000) 1.27
00343001.AI0
