<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

================================================================================

                                    FORM 10-Q

                                   (MARK ONE)
     [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

                  FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2002

                                       OR

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

            FOR THE TRANSITION PERIOD FROM __________  TO _________

                           COMMISSION FILE NO. 0-28196

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

                 DELAWARE                                75-2575229
                 --------                                ----------
      (State or other jurisdiction of       (I.R.S. Employer Identification No.)
      incorporation or organization)

        3333 LEE PARKWAY, SUITE 100
               DALLAS, TEXAS                                75219
               -------------                                -----
 (Address of principal executive offices)                 (Zip code)

                                 (214) 765-4000
              (Registrant's telephone number, including area code)


              (Former name, former address and former fiscal year,
                         if changed since last report.)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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 1, 2002, there were 42,277,136, 3,809,363, and 131,250 shares of the
registrant's class A, class B and class D common stock outstanding,
respectively. There were no shares of the registrant's class C common stock
outstanding at May 1, 2002.


================================================================================



<PAGE>


                     WEBLINK WIRELESS, INC. AND SUBSIDIARIES
                              DEBTORS-IN-POSSESSION
                               INDEX TO FORM 10-Q

<Table>
<Caption>
PART I.  FINANCIAL INFORMATION                                                       PAGE
<S>      <C>                                                                         <C>
Item 1.  Financial Statements

         Condensed Consolidated Balance Sheets at December 31, 2001
              and March 31, 2002.......................................................3

         Condensed Consolidated Statements of Operations for the Three
                   Months Ended March 31, 2001 and 2002................................4

         Condensed Consolidated Statements of Cash Flows for the Three
               Months Ended March 31, 2001 and 2002....................................5

         Notes to Condensed Consolidated Financial Statements..........................6

Item 2.  Management's Discussion and Analysis of
              Financial Condition and Results of Operations...........................12

Item 3.  Quantitative and Qualitative Disclosures about Market Risk...................20



PART II. OTHER INFORMATION

Item 1.  Legal Proceedings............................................................21

Item 2.  Changes in Securities and Use of Proceeds....................................21

Item 3.  Defaults Upon Senior Securities..............................................21

Item 4.  Submission of Matters to a Vote of Security Holders..........................21

Item 5.  Other Information............................................................21

Item 6.  Exhibits and Reports on Form 8-K.............................................21
</Table>


                                       2
<PAGE>

                    WEBLINK WIRELESS, INC. AND SUBSIDIARIES
                             DEBTORS-IN-POSSESSION
                     CONDENSED CONSOLIDATED BALANCE SHEETS
               (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)




<Table>
<Caption>
                                                                 December 31,       March 31,
                                                                     2001             2002
                                                                 ------------      -----------
ASSETS                                                                             (Unaudited)
<S>                                                              <C>               <C>
Current assets:
     Cash and cash equivalents                                   $     13,970      $    14,481
     Accounts receivable, net                                          19,001           21,280
     Inventories                                                        3,763            2,634
     Product sold subject to right of return                              589              500
     Other current assets, net                                         10,552           10,239
                                                                 ------------      -----------
          Total current assets                                         47,875           49,134

Property and equipment, net                                           165,778          148,923

Narrowband licenses, net                                              122,575          120,756

Other assets                                                           23,849           22,426
                                                                 ------------      -----------
          Total assets                                           $    360,077      $   341,239
                                                                 ============      ===========

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
     Accounts payable                                            $      4,521      $     4,476
     Liabilities subject to compromise                                498,863          498,159
     Deferred revenue                                                  24,943           21,138
     Current maturities of long-term debt                              88,361           88,392
     Other current liabilities                                         33,236           29,678
                                                                 ------------      -----------
          Total current liabilities                                   649,924          641,843

Long-term debt                                                          1,374            1,034

Other long-term liabilities                                            11,593           10,379

Commitments and contingencies

Stockholders' deficit:
     Common stock, $.0001 par value per share, 75,000,000
       shares authorized 46,217,749 issued and outstanding
       at December 31, 2001 and March 31, 2002                              5                5
     Additional paid-in capital                                       341,319          341,320
     Accumulated deficit                                             (643,462)        (652,814)
     Stock subscriptions receivable                                       (82)             (82)
     Deferred compensation                                               (594)            (446)
                                                                 ------------      -----------
          Total stockholders' deficit                                (302,814)        (312,017)
                                                                 ------------      -----------
          Total liabilities and stockholders' deficit            $    360,077      $   341,239
                                                                 ============      ===========
</Table>


         The accompanying notes are an integral part of these condensed
                       consolidated financial statements.


                                       3
<PAGE>


                     WEBLINK WIRELESS, INC. AND SUBSIDIARIES
                              DEBTORS-IN-POSSESSION
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                    (In thousands, except per share amounts)
                                   (Unaudited)


<Table>
<Caption>
                                                                                  Three Months Ended March 31,
                                                                                  ----------------------------
                                                                                     2001             2002
                                                                                  ----------       ----------
<S>                                                                               <C>              <C>
Revenues:
    Recurring revenues--Traditional Paging                                        $   39,068       $   23,163
    Recurring revenues--Wireless Data                                                 16,412           18,100
    Network revenues                                                                     863              769
    Equipment revenues                                                                 7,064            3,349
                                                                                  ----------       ----------
         Total revenues                                                               63,407           45,381

Cost of equipment sold and operating expenses:
    Cost of equipment sold                                                            10,050            4,181
    Technical (exclusive of depreciation and amortization)                            19,540           15,592
    General and administrative (excluding amortization of stock compensation)         23,165            9,365
    Selling                                                                            9,513            2,796
    Restructuring charges                                                                320               --
    Depreciation and amortization                                                     20,240           17,588
    Amortization of stock compensation                                                 2,133              149
                                                                                  ----------       ----------
         Total cost of equipment sold and operating expenses                          84,961           49,671
                                                                                  ----------       ----------

         Operating loss                                                              (21,554)          (4,290)

Other (income) expense:
    Interest expense (contractual interest of $18,582 for the                         17,618            2,686
         three months ended March 31, 2002)
    Interest income                                                                     (104)              --
    Other                                                                                254            1,360
                                                                                  ----------       ----------
         Total other (income) expense                                                 17,768            4,046
                                                                                  ----------       ----------

Loss before bankruptcy reorganization items and extraordinary item                   (39,322)          (8,336)
    Bankruptcy reorganization items                                                       --           (1,314)
                                                                                  ----------       ----------
Loss before extraordinary item                                                       (39,322)          (9,650)
Extraordinary item:
    Gain from early extinguishment of debt                                                --              298
                                                                                  ----------       ----------
Net loss                                                                          $  (39,322)      $   (9,352)
                                                                                  ==========       ==========

Net loss per share:
    (basic and diluted)
    Loss before extraordinary item                                                $    (0.85)      $    (0.19)
         Extraordinary gain                                                               --             0.01
                                                                                  ----------       ----------
    Net loss                                                                      $    (0.85)      $    (0.20)
                                                                                  ==========       ==========

Weighted average number
  of shares outstanding
    (basic and diluted)                                                               46,509           46,218
                                                                                  ==========       ==========
</Table>


         The accompanying notes are an integral part of these condensed
                       consolidated financial statements.


                                       4
<PAGE>

                     WEBLINK WIRELESS, INC. AND SUBSIDIARIES
                              DEBTORS-IN-POSSESSION
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (IN THOUSANDS)
                                   (Unaudited)


<Table>
<Caption>
                                                                                Three Months Ended March 31,
                                                                              -------------------------------
                                                                                 2001                 2002
                                                                              ----------           ----------
<S>                                                                           <C>                  <C>
Cash flows from operating activities:
    Net loss                                                                  $  (39,322)          $   (9,352)
    Adjustments to reconcile net loss to
       net cash (used in) provided by operating activities:
         Extraordinary item                                                           --                  298
         Depreciation and amortization                                            20,240               17,588
         Amortization of stock compensation                                        2,133                  149
         Forgiveness of stock subscription receivable                                162                   --
         Provision for bad debts                                                   3,500                1,197
         Loss on sale and disposal of property and equipment                         225                1,311
         Accretion of discount on senior discount notes                            7,017                   --
         Amortization of deferred debt issuance costs                                540                  237
         Utilization of roaming credits                                              204                   74
    Changes in certain assets and liabilities:
       Increase in accounts receivable                                            (2,362)              (3,476)
       Decrease in inventories                                                     7,759                1,129
       Decrease in product sold subject to right of return                         1,361                   89
       Decrease in other current assets                                              759                  239
       (Increase) decrease in other assets                                        (2,133)               1,186
       Decrease in accounts payable                                               (4,710)              (1,086)
       Decrease in deferred revenue                                               (5,120)              (3,805)
       Decrease in other current liabilities                                     (15,154)              (3,519)
       Increase (decrease) in other long-term liabilities                          3,232               (1,214)
                                                                              ----------           ----------
            Net cash (used in) provided by operating activities                  (21,669)               1,045
                                                                              ----------           ----------

Cash flows from investing activities:
    Purchases of property and equipment                                           (8,857)              (1,139)
    Proceeds from the sale of property and equipment                                   9                  183
    Other                                                                           (975)                 731
                                                                              ----------           ----------
            Net cash used in investing activities                                 (9,823)                (225)
                                                                              ----------           ----------

Cash flows from financing activities:
    Borrowings under the Credit Facility                                          25,101                   --
    Borrowings on the vendor financing arrangement                                 5,747                   --
    Payments on the vendor financing arrangement and capital leases                 (704)                (309)
                                                                              ----------           ----------
            Net cash provided by (used in) financing activities                   30,144                 (309)
                                                                              ----------           ----------

Net (decrease) increase in cash and cash equivalents                              (1,348)                 511

Cash and cash equivalents, beginning of period                                     7,097               13,970

                                                                              ----------           ----------
Cash and cash equivalents, end of period                                      $    5,749           $   14,481
                                                                              ==========           ==========

Supplemental disclosures of cash flow information:
    Cash paid during the period for:
       Interest                                                               $   17,389           $       70
       Taxes                                                                          --                   --

Supplemental schedule of noncash investing and financing activities:
    Purchase of property through capital leases                               $      177           $       --
    Investment received from the demutalization of MetLife                           174                   --
</Table>


         The accompanying notes are an integral part of these condensed
                       consolidated financial statements.


                                       5
<PAGE>


                     WEBLINK WIRELESS, INC. AND SUBSIDIARIES
                             (DEBTORS-IN-POSSESSION)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                        THREE MONTHS ENDED MARCH 31, 2002

                                   (UNAUDITED)

1.  GENERAL

ORGANIZATION

    The predecessor corporation of WebLink Wireless, Inc. ("WebLink") was
incorporated as a Delaware corporation on May 8, 1989, to provide wireless
messaging products and services, under the name PageMart, Inc. ("PageMart"). In
January 1995, PageMart effected a corporate reorganization pursuant to which
PageMart Nationwide, Inc., a Delaware corporation, became the holding company
parent of PageMart. In December 1995, the name of PageMart Nationwide, Inc. was
changed to PageMart Wireless, Inc. ("Wireless"). On January 28, 1998, PageMart
was merged into Wireless with Wireless as the surviving corporation. On December
1, 1999, the name of Wireless was changed to WebLink Wireless, Inc. WebLink and
its subsidiaries are referred to herein as the "Company." The condensed
consolidated financial statements of the Company include the accounts of
PageMart PCS, Inc., PageMart II, Inc., PageMart Operations, Inc., PageMart
International, Inc. and other subsidiaries of WebLink. Each of these companies
is a wholly-owned subsidiary of WebLink. PageMart PCS, Inc. holds certain
narrowband personal communications services licenses. PageMart II, Inc. holds
certain Federal Communications Commission ("FCC") licenses. Other than these
licenses, the subsidiaries of WebLink have no significant assets or liabilities.

CHAPTER 11 FILING

    On May 23, 2001 (the "Petition Date"), WebLink and its subsidiaries,
PageMart PCS, Inc. and PageMart II, Inc., filed voluntary petitions for relief
under Chapter 11 ("Chapter 11") of title 11 of the United States Code Sections
101-1330, as amended (the "Bankruptcy Code"), and are presently operating their
businesses as debtors-in-possession subject to the jurisdiction of the United
States Bankruptcy Court for the Northern District of Texas, Dallas Division (the
"Bankruptcy Court"). The Chapter 11 cases are being jointly administered for
procedural purposes only before the Bankruptcy Court under Case No.
01-34275-SAF-11. WebLink and it's subsidiaries, as debtors-in-possession, have
continued to manage and operate their assets and businesses pending the
confirmation of a reorganization plan and subject to the supervision and orders
of the Bankruptcy Court.

    As part of the Chapter 11 case, the Company routinely files pleadings,
documents and reports with the Bankruptcy Court which may contain updated,
additional or more detailed information about the Company, it's assets,
liabilities or financial performance than is contained in these condensed
consolidated financial statements. Copies of the filings in the Company's
Chapter 11 case are available during regular business hours at the office of the
Clerk of the Bankruptcy Court, United States Bankruptcy Court for the Northern
District of Texas, Dallas Division.

REORGANIZATION PLAN PROCEDURES

    On April 15, 2002 the Company entered into a non-binding letter of intent
with its secured lenders on the material terms of a plan of reorganization. The
plan is expected to allow the Company to emerge from the Chapter 11 proceeding.
This new plan of reorganization was filed with the Bankruptcy Court on April 23,
2002 and superseded the plan that was filed on January 31, 2002, which was based
on a transaction described in the Company's previously announced letter of
intent with Sun Capital Acquisition Corp. The Sun Capital letter of intent has
expired, and the Company is no longer pursuing the transaction.

    The letter of intent with the secured lenders provides that the Company
would issue $40 million of new senior secured notes and 92.5% of the common
stock of the reorganized entity to its secured creditors, and 7.5% of the common
stock of the reorganized entity to its unsecured creditors upon the effective
date of the plan of reorganization. The common stock to be issued to creditors
would be subject to dilution by a management equity plan. The new senior secured
notes would be issued in two tranches, $30.0 million of which would have
interest paid currently in cash with a four-year principal amortization schedule
and $10.0 million of which would have interest paid in kind with a four-year
maturity date. The Company's excess cash at the effective date of the plan of
reorganization would be paid to the secured creditors, with the amount of excess
cash above $3.0 million being applied to pay the principal of the new notes. Up
to 15% of the common stock of the Company would be reserved for issuance to
management. WebLink does not expect its current equity holders to receive any
property, securities or cash in exchange for their equity holding in a
restructuring. The Company expects the equity holders' stock will be cancelled
at the time a plan of reorganization becomes effective.


                                       6
<PAGE>


    On April 26, 2002, the Official Committee of Unsecured Creditors filed a
competing plan of reorganization with the Bankruptcy Court. The competing plan
provides, among other things, that 450,000 shares of common stock of the
reorganized entity would be issued to unsecured creditors, 300,000 shares would
be issued to management of the Company, and 1,949,100 shares would be issued to
the secured creditors. In addition, warrants to purchase 17,000,000 shares of
common stock of the reorganized entity at an exercise price of $7.00 per share
would be issued to unsecured creditors and management of the Company. The
competing plan also provides for the issuance of notes to the secured creditors
equal in principal amount to the Company's plan, but on somewhat more favorable
terms to the Company. The Company's secured creditors have informed the Company
that they will vote against the competing plan of the Official Committee of
Unsecured Creditors.

    Confirmation of any plan of reorganization is subject to conditions imposed
by the Bankruptcy Code, including the approval of the Bankruptcy Court, and
approval of the FCC of the change in control of the Company's FCC licenses.
Management can provide no assurance that any plan of reorganization will be
approved or that additional plans may be presented to the court.


2.  BASIS OF PRESENTATION

    The accompanying unaudited condensed consolidated financial statements have
been prepared by the Company in accordance with generally accepted accounting
principles applicable to a going concern, which assumes, except as otherwise
disclosed, that assets will be realized and liabilities will be discharged in
the ordinary course of business, are in the form prescribed by the Securities
and Exchange Commission in instructions to Form 10-Q and Article 10 of
Regulation S-X, and are in accordance with the American Institute of Certified
Public Accountants Statement of Position 90-7 "Financial Reporting by Entities
in Reorganization under the Bankruptcy Code" ("SOP 90-7"). The interim unaudited
condensed consolidated financial statements do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements and should be read in conjunction with the
audited financial statements of the Company for the year ended December 31,
2001. In the opinion of management, all adjustments considered necessary for a
fair presentation have been included. Operating results for the three months
ended March 31, 2002 are not necessarily indicative of the results that may be
expected for the year ending December 31, 2002.

    The Company reported operating losses for each of the three years in the
period ended December 31, 2001 and the first quarter 2002, has incurred
substantial net losses since inception and has a significant working capital
deficit and stockholders' deficit at March 31, 2002. In May 2001, the Company
filed for a voluntary petition for relief under Chapter 11 of the United States
Bankruptcy Code and at March 31, 2002, is operating the business as
debtors-in-possession. The Company's financial condition, results of operations,
lack of liquidity and inability to obtain additional debt or equity financing,
among other factors as discussed above, raise substantial doubt about the
Company's ability to continue as a going concern. Management's plan in regard to
these matters includes a plan to emerge from the Chapter 11 bankruptcy
proceedings. As discussed above, the Company has entered into a non-binding
letter of intent with its secured lenders on the material terms of a plan of
reorganization. The condensed consolidated financial statements do not include
any adjustments relating to the recoverability and classification of asset
carrying amounts or the amount and classification of liabilities that may result
in the event that the Company is unable to continue as a going concern.

    While under the protection of Chapter 11, the Company may sell or otherwise
dispose of assets, and liquidate or settle liabilities, for amounts other than
those reflected in the condensed consolidated financial statements.
Additionally, the amounts reported on the condensed consolidated balance sheet
could materially change because of changes in business strategies and the
effects of any proposed plan of reorganization.

    The appropriateness of using the going concern basis is dependent upon,
among other things, confirmation of a plan of reorganization, success of future
operations and the ability to generate sufficient cash from operations and
financing arrangements to meet obligations.


LIABILITIES SUBJECT TO COMPROMISE

    In the Chapter 11 case, substantially all unsecured liabilities as of the
Petition Date are subject to compromise or other treatment under a plan of
reorganization, which must be confirmed by the Bankruptcy Court after submission
to and approval, to the extent required, by affected parties. For financial
reporting purposes, those liabilities and obligations whose treatment and
satisfaction are dependent on the outcome of the Chapter 11 case have been
segregated and classified in the condensed consolidated balance sheet as
liabilities subject to compromise. Generally, all actions to enforce or
otherwise require repayment of pre-petition liabilities are stayed while the
Company continues its business operations as debtors-in-possession. The ultimate
amount of and settlement terms for the pre-


                                       7
<PAGE>


petition liabilities subject to compromise are subject to an approved plan of
reorganization and may differ from such amounts as reflected in the Company's
accounting records and accordingly are not presently determinable.

    Under the Bankruptcy Code, the Company may elect to assume or reject real
estate leases, employment contracts, personal property leases, service contracts
and other pre-petition executory contracts, subject to Bankruptcy Court
approval. Claims for damages resulting from the rejection of real estate leases
and other executory contracts are subject to separate bar dates.

     The principal categories of obligations classified as liabilities subject
to compromise to unrelated parties under the Chapter 11 case are identified
below (in thousands). The amounts below may vary significantly from the amounts
stated in the proofs of claim filed with the Bankruptcy Court and may be subject
to future adjustment depending on the Bankruptcy Court action.

<Table>
<Caption>
                                                                                        MARCH 31, 2002
                                                                                        --------------
<S>                                                                                     <C>
               15% Senior Discount Exchange Notes due 2005                                 $207,270
               11 1/4% Senior Subordinated Discount Exchange Notes due 2008                 262,898
               Trade accounts payable                                                        17,239
               Other current liabilities                                                     10,752
                                                                                           --------
                                                                                            498,159
                                                                                           ========
</Table>

    As a result of the Chapter 11 filing, no principal or interest payments will
be made on unsecured pre-petition debt without Bankruptcy Court approval or
until a plan of reorganization providing for the repayment terms has been
confirmed by the Bankruptcy Court and becomes effective. Therefore, interest
expense on pre-petition unsecured obligations has not been accrued after the
Petition Date, for the first quarter of 2002, namely $8.0 million related to its
15% Senior Discount Exchange Notes due 2005 and $7.9 million on the 11 1/4%
Senior Subordinated Discount Exchange Notes due 2008.


BANKRUPTCY REORGANIZATION ITEMS

    Pursuant to SOP 90-7, revenues and expenses, realized gains and losses, and
provisions for losses resulting from the reorganization of the business are
reported on the consolidated statements of operations separately as bankruptcy
reorganization items. The total amount recorded as bankruptcy reorganization
items for the three months ended March 31, 2002 was $1.3 million. Professional
fees are expensed as incurred.

    Bankruptcy reorganization items for the three months ended March 31, 2002,
consisted of the following (in thousands):

<Table>
<Caption>
                                                      Three months ended
                                                        MARCH 31, 2002
                                                      ------------------
<S>                                                   <C>
          Professional fees                                $ 1,363
          Interest income on accumulated cash
              resulting from Chapter 11 proceedings             49
                                                           -------

              Total                                        $ 1,314
                                                           =======
</Table>

    Operating cash receipts and payments resulting from bankruptcy
reorganization items for the three months ended March 31, 2002, consisted of
cash paid for professional fees of $1.1 million and cash provided by interest
income of $49,000.

    Also pursuant to SOP 90-7, interest expense is reported only to the extent
that it will be paid upon emergence from bankruptcy or that it is probable that
it will be an allowed claim. See discussion under "Liabilities Subject to
Compromise," above.

RECLASSIFICATIONS

Certain amounts in the prior year's consolidated financial statements have been
reclassified to conform with the current year presentation.


                                       8
<PAGE>


3.  REVENUE RECOGNITION

NETWORK REVENUES

    The Company has network strategic alliance agreements with Arch Wireless,
Inc. ("Arch"), Metrocall, Inc. ("Metrocall") and Verizon Messaging ("Verizon").
As of March 31, 2002, these three carriers were the first, second and third
largest independent messaging carriers, respectively, in the United States.
These agreements are organized in two distinct phases. During the first phase,
Arch, Metrocall and Verizon may each market their switch-based wireless data
services utilizing the Company's wireless data network. During the second phase,
the agreements provide that Arch, Metrocall and Verizon will install their own
networks leveraging the Company's infrastructure and sites, so the parties share
certain capital and operating expenses, which significantly lowers costs for
both companies.

    As of March 31, 2002, Metrocall and Verizon are actively marketing their
switch-based wireless data services under phase one of their agreements.
Metrocall has not yet elected to enter the second phase. Metrocall has announced
that it expects to file a voluntary petition under Chapter 11 in the near
future, so no assurance can be given that the agreement will remain in effect
for its stated term. Verizon has elected to enter phase two in a limited
geographic area and continues to offer phase one switch-based services in the
remainder of the U.S. In 2000, Arch acquired Paging Network, Inc. and its
wireless data network. Arch has utilized the phase one switch-based services
only to a limited extent for coverage where its network has no coverage. Arch
has filed a petition under Chapter 11. It has informed the Company that it has
rejected the strategic alliance agreement, but would like to negotiate a new
agreement that does not contain the phase two obligations. There can be no
assurance of the success of the arrangements with Arch, Metrocall and Verizon or
of similar arrangements with other smaller paging carriers.

    As part of the second phase of the agreements, the companies have agreed to
pay a non-recurring engineering fee ("NRE"), which represents access to
WebLink's technology for constructing a two-way network. This fee will be
recognized by the Company on a straight line basis as network revenues over the
period from the election date for the second phase to the end of the contract.
As part of the Verizon agreement, the Company pays Verizon an NRE for the use of
some of its sites, which is recognized on a straight line basis over a similar
period as technical expense. Also, during the second phase of the strategic
alliance agreements, the Company installs at designated sites in its network,
receivers and other equipment purchased by the strategic partner that is
dedicated to serving the strategic partner's customers. The Company records
installation revenues each month, as installation services are provided and fees
are earned. In addition, the Company recognizes non-airtime service revenues for
other network services, such as maintenance fees, as these fees are earned.

    The Company did not recognize any revenue from installation services in 2001
or the first quarter of 2002 and management believes that it is unlikely that
the Company will provide these types of services for the remainder of 2002 or
2003 due to market conditions.


SAB 101 - MULTIPLE-ELEMENT ARRANGEMENTS

    In December 1999, the Securities and Exchange Commission issued Staff
Accounting Bulletin No. 101, "Revenue Recognition in Financial Statements" ("SAB
101"), which was adopted during the fourth quarter of 2000, effective January 1,
2000. SAB 101 provides additional guidance on revenue recognition as well as
criteria for when revenue is generally realized and earned. Under the provisions
for SAB 101 relating to multiple-element revenue arrangements, the Company is
required to bundle the equipment revenue and airtime revenue associated with
sales of wireless data devices, except those sold to retailers. Sales of one-way
devices are not bundled. See discussion of Revenue Recognition for Equipment
Revenue, below.

    As a result of the adoption of SAB 101, the Company is deferring the
recognition of equipment revenue and the related cost of sales, to the extent of
the revenue, over the three year expected life of a subscriber. Any cost of
equipment in excess of revenues from the sale of equipment is recognized at the
time of sale and is not deferred. The deferred revenue is recorded as other
long-term liabilities and has a balance of $15.9 million and $10.4 million at
March 31, 2001 and 2002, respectively. The deferred cost of sales is recorded as
other assets and has a balance at March 31, 2001 and 2002 of $15.3 million and
$9.8 million, respectively.

    Prior to implementing SAB 101, the Company recognized revenue and cost of
sales for equipment upon the sale of the device.

SALES INCENTIVES AND REBATES

    During the third quarter of 2000, the Company initiated its national retail
sales efforts for the new Motorola Talkabout T900 product. This sales program
includes certain sales incentives paid to specified retailers when the product
is sold by the retailer. These sales incentives, which result in a loss on the
product, are recorded as a reduction to equipment revenue in the period the
products are shipped to retailers. Consumer rebates are recorded upon activation
by the customer as a deferred charge based on the Company's estimated redemption
rate. The


                                       9
<PAGE>


deferred charge is recognized as a reduction of airtime revenue over the service
period commitment.

EQUIPMENT REVENUE

    The Company recognizes equipment revenue on the sale of one-way devices,
cost of equipment and expenses upon the shipment of subscriber devices adjusted
by allowances for normal returns. For the Company's sales of wireless data
devices, under the provisions for SAB 101 relating to multiple-element revenue
arrangements, the Company is required to bundle the equipment revenue and
airtime revenue associated with sales of wireless data devices, except those
sold to retailers. The Company recognizes the revenue and related cost of sales
over the expected customer relationship, which the Company estimates is three
years. Due to the newness of the wireless data devices and the nature of the
arrangements with retailers, the Company is not recognizing revenue on these
units until the retailers sell them to consumers. Hence, equipment revenue
received from the retailer is recorded as deferred revenue until the device is
sold to the consumer. Likewise, product sold subject to the right of return by
the retailer is recorded as an asset until sale to the consumer. The Company
recorded an asset of $3.4 million and $0.5 million for units held in retailers'
inventory at March 31, 2001 and 2002, respectively.

    In the fourth quarter 2001, the Company de-emphasized its retail
distribution channels. Additionally, in the fourth quarter 2001, the Company
rejected and terminated a significant number of contracts with retailers through
the bankruptcy process and therefore no longer accepts returns from those
retailers.

RECURRING AND DEFERRED REVENUE

    Recurring revenues, including revenue from airtime charges and fees for
other services such as voice mail, customized coverage options and toll-free
numbers, are recognized in the month in which the service is provided. Deferred
Revenue relates to airtime services and represents advance billings for services
not yet performed. Such revenue is deferred and recognized in the month in which
the service is provided.

4.   RESTRUCTURING

    To further align its expenses with its revenues and to capitalize on its
strengths, the Company began focusing its resources on its core
telecommunications wholesale business and its core strategic national accounts
business. As part of the internal refocusing, WebLink announced on October 31,
2001 that it would be eliminating its National Retail strategic business unit
("SBU") and streamlining its operations by consolidating its distribution and
sales efforts into two SBUs - Carrier Services and Business Sales. This
consolidation resulted in additional reductions-in-force ("RIF's") in November
and December 2001. By December 31, 2001, the Company had laid off most of its
National Retail SBU employees, closed all but one of its call centers,
consolidated its distribution and warehouse facilities and further reduced the
personnel in its corporate headquarters. Approximately 320 positions were
eliminated through these two RIFs. In addition, the Company rejected through the
bankruptcy process substantially all of its material contracts with its
traditional and online retailers, which terminated its relationship with these
retailers and allowed the Company to avoid paying significant continuing fees
and costs that would otherwise have been associated with termination of these
agreements. As a result, the Company incurred approximately $3.0 million in
restructuring in 2001. The Company did not incur restructuring costs in the
first quarter of 2002.


5.  EARNINGS PER SHARE

        Net loss per share amounts as reflected on the statements of operations
     are based upon the weighted average number of common shares outstanding.

        Under the provisions of Financial Accounting Standards Board Statement
     No. 128, "Earnings per Share", dilutive securities are excluded from the
     calculation of earnings per share when there is a net loss because their
     inclusion would be anti-dilutive. The securities listed below were not
     included in the computation of diluted loss per share, since the effect
     from the conversion would be anti-dilutive.

<Table>
<Caption>
                                                   MARCH 31, 2001     MARCH 31, 2002
                                                   --------------     --------------
<S>                                                <C>                <C>
                 Stock Options.................         7,538,598          3,971,171
                 Phantom Stock.................         1,075,000             75,000
                 Warrants......................         1,134,088          1,134,088
                                                   --------------     --------------
                                                        9,747,686          5,180,259
                                                   ==============     ==============
</Table>

6.  COMMITMENTS AND CONTINGENCIES

    In March and April of 2001, the Company was served with five lawsuits
against it and John D. Beletic, its chairman, seeking to recover an unspecified
amount of monetary damages allegedly caused by the Company's


                                       10
<PAGE>


alleged fraudulent scheme to artificially inflate the price of the Company's
common stock through a series of alleged false and misleading statements to the
market and alleged material omissions in violation of federal and state
securities laws. Four of the lawsuits are filed in the U.S. District Court for
the Northern District of Texas and seek class action status on behalf of persons
who purchased the Company's common stock on the open market during the period
from December 29, 2000, through February 20, 2001. The fifth lawsuit was filed
in the Dallas County Court of Law on behalf of a single stockholder that
purchased the Company's common stock on the open market during the same time
period. The fifth suit has been moved to the same federal court in which the
other suits are filed. No discovery has yet occurred, and the Company believes
the lawsuits have no merit. During the pendancy of the Chapter 11 case,
plaintiffs are stayed under Section 362 of the Bankruptcy Code from pursuing the
claims in the lawsuits.

    On October 31, 2001, Glenayre Electronics, Inc. ("Glenayre") filed a motion
in the Bankruptcy Court to modify the automatic stay (i) to permit Glenayre to
terminate its non-exclusive software licenses with the Company, and (ii) to
require adequate protection payments with respect to the collateral pledged to
Glenayre, or, in the alternative, to permit foreclosure upon such collateral. As
of the Petition Date, the Company was indebted to Glenayre in the amount of $8.6
million (the "Indebtedness") for the purchase of certain network equipment and
software licenses. The Indebtedness is secured by such equipment and software
licenses, which represent only a small fraction of the infrastructure equipment
that comprises the Company's network. Nevertheless, the software licenses held
by the Company relating to such equipment are necessary for the Company to
continue its current operations.

    This motion was set for final hearing on February 21, 2002, at which time
the parties commenced the presentation of witnesses and evidence. After the
close of the initial segment of the hearing presentation, the parties continued
settlement negotiations. A detailed agreement in principle was announced by
Glenayre and the Company on February 22, 2002. The parties later reached
agreement on the documentation of the settlement. The settlement of the Glenayre
motion to terminate stay was presented to and approved by the Bankruptcy Court
on May 6, 2002 (the "Settlement Agreement"). Under the Settlement Agreement, the
Company has agreed to make monthly license payments to Glenayre in lieu of
adequate protection, and the Company has received a new maintenance service
agreement and certain software upgrades and licenses. Glenayre has also provided
incentives to the Company to confirm a plan of reorganization which provides
Glenayre with "equal treatment" on a proportionate basis with the treatment
proposed to the Company's secured lenders under its credit facility.

    On September 29, 2000, the Company entered into a volume purchase agreement
with Glenayre (the "Volume Purchase Agreement") for the purchase or license of
$20.8 million in wireless network infrastructure equipment and software through
December 31, 2001. As of December 31, 2001, the Company had purchased $9.5
million under this agreement. This contractual agreement is subject to the
provisions of the Bankruptcy Code and the Company's plan of reorganization.

    The Company is involved in various other lawsuits arising in the normal
course of business. In management's opinion, the ultimate outcome of these other
lawsuits have no merit. During the pendancy of the Chapter 11 case, plaintiffs
are stayed under Section 362 of the Bankruptcy Code from pursuing the claims of
the lawsuit.

    Paging subscriber devices are available from a number of manufacturers.
Wireless data subscriber devices are currently available only from Motorola,
Inc. ("Motorola"). The Company's wireless data services (other than telemetry)
currently utilize the Motorola T900 and P935 devices and the Company's wireless
telemetry services currently utilize the Motorola Creatalink 2XT(TM). However,
on December 3, 2001, Motorola announced that as of mid 2002 it intends to
discontinue distributing wireless data products such as the Talkabout(R) T900,
Timeport(TM) P935 personal communicator and the Creatalink 2XT, as well as its
paging products. Motorola has announced its intent to sell its subscriber device
product lines and has sold its Creatalink 2XT product line. As of the date of
this report, the Company believes Motorola has been unable to sell its
subscriber device product lines. The Company is working with several domestic
and foreign device manufacturers to develop additional wireless data devices.
Several of these companies have announced that they are negotiating or have
successfully negotiated with Motorola to secure a license to the ReFLEX
technology. In late 2001, Percomm, Inc. ("PerComm") a Korean based manufacturer,
acquired the Glenayre transceiver ReFLEX radio chip set and in early 2002 hired
several members of Glenayre's engineering team. Percomm has obtained from
Motorola the necessary rights to the ReFLEX protocol. Percomm previously
supplied the Company with paging devices and the Company is currently
negotiating a deal with Percomm pursuant to which the Company could purchase
wireless data devices from Percomm as soon as they are commercially available.
In addition, The Company is working with several other potential manufacturers
of wireless data devices to secure purchase rights if and when they complete
development of a commercially viable device. Motorola has sold the Creatalink
2XT product line to SmartSynch. At this time the Company is currently
negotiating a purchase agreement with SmartSynch. In addition, the Company has
entered into a purchase agreement with Advantra International for telemetry
devices and Advantra International has informed the Company that it intends to
have a commercial telemetry device by the end of 2002. The Company expects to
have a purchase agreement in place with Advantra by the end of the second
quarter of 2002. The Company can give no assurance, however, that additional
subscriber or telemetry devices will be developed or will be available to the
Company on acceptable terms.


                                       11
<PAGE>


    The Company believes that it has or can acquire sufficient inventories of
subscriber devices to meet its 2002 business plan. The success of the Company's
2003 business plan is dependent on its ability to purchase wireless data
subscriber devices in adequate quantities to meet its customers' demands. The
Company's inability to fulfill customers' orders based on shipment delays or the
unavailability of devices would materially adversely impact the Company's
projected units in service, business and results of operations for 2003 and
beyond and raise substantial doubt about the Company's ability to continue as a
going concern.

7.  SEGMENT REPORTING

    In June 1997, the Financial Accounting Standards Board issued Statement No.
131, "Disclosures about Segments of an Enterprise and Related Information"
("SFAS 131"). The Company adopted SFAS 131 for the fiscal year ending December
31, 1998. SFAS 131 establishes accounting standards for the way that public
business enterprises report information about operating segments in annual
financial statements and requires that those enterprises report selected
information about operating segments in interim financial reports issued to
shareholders. It also establishes standards for related disclosures about
products and services, geographic areas and major customers.

    On January 1, 2002, the Company's three divisions, Wireless Data,
Traditional Paging and International, were reported as one segment since the
Company has restructured it's business and simplified management reporting as
one segment.


8.  NEW ACCOUNTING PRONOUNCEMENTS


    The Financial Accounting Standards Board ("FASB") issued a new pronouncement
in June 2001, Statement of Financial Accounting Standards No. 142, "Goodwill and
Other Intangible Assets" ("SFAS 142"). SFAS 142 defines the accounting treatment
for all intangible assets, including goodwill, and provides methodology to be
used to assess possible impairment of such intangibles. The adoption of SFAS 142
is required for fiscal years beginning after December 15, 2001 (fiscal year 2002
for the Company), except for acquisitions entered into after June 30, 2001. As a
result of adopting SFAS 142, the amortization period for Narrowband Personal
Communication Services Licenses has been changed from 40 years to 20 years
beginning January 1, 2002. Amortization expense for the three months ended March
31, 2002 was $1.8 million compared to $0.8 million for the same period of 2001.

    In August 2001, the FASB issued Statement of Financial Accounting Standards
No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets". SFAS
144 addresses the accounting and reporting for the impairment or disposal of
long-lived assets and supersedes FASB Statement No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long- Lived Assets to Be Disposed Of"
and APB Opinion No. 30, "Reporting the Results of Operations - Reporting the
Effects of Disposal of a Segment of a Business, and Extraordinary, Unusual and
Infrequently Occurring Events and Transactions." The objective of SFAS 144 is to
establish one accounting model for long-lived assets to be disposed of by sale
as well as resolve implementation issues related to Statement No. 121. The
adoption of SFAS 144 did not have an impact on the Company's financial
statements.

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

    The following is a discussion of the results of operations and financial
condition of the Company for the three months ended March 31, 2001 and 2002.
This discussion should be read in conjunction with the Company's Condensed
Consolidated Financial Statements and the Notes thereto included elsewhere in
this report. Certain prior years' amounts have been reclassified to conform with
the current year presentation.

    This Form 10-Q contains forward-looking statements. In addition to
statements that speak to a time in the future, the words "estimate," "project,"
"plan," "expect," "believe", "anticipate", "intend", and similar expressions are
intended to identify forward-looking statements. Readers are cautioned that such
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities and Exchange Act of 1934 involve
risks and uncertainties, and are subject to change based on various important
factors. The factors set forth in other filings with the Securities and Exchange
Commission, as well as the following factors, could affect the Company's
financial performance and could cause actual results to differ materially from
those expressed in such forward-looking statements: the effect on the Company's
business of operating while in Chapter 11 bankruptcy proceedings; the ability of
the Company to continue operating as a going concern and successfully emerge
from bankruptcy pursuant to a reorganization plan that provides for the Company
to remain substantially intact; economic conditions and consumer confidence
generally in the United States; the impact of technological change in the
telecommunications industry; the future cost and availability of network
infrastructure and subscriber devices; the impact of competition from broadband
and narrowband personal communication service providers; pricing pressures on
wireless data and paging products and services; the timely market acceptance of
new products and services such as


                                       12
<PAGE>


2way messaging; changes in regulation by the Federal Communications Commission
("FCC") and various state regulatory agencies; and potential technical problems
relating to the Company's wireless data network.

    CHAPTER 11 FILING

    On May 23, 2001 (the "Petition Date"), The Company Wireless and its
subsidiaries, PageMart PCS, Inc. and PageMart II, Inc., filed voluntary
petitions for relief under Chapter 11 ("Chapter 11") of title 11 of the United
States Code Sections 101-1330, as amended (the "Bankruptcy Code"), and is
presently operating its business as debtors-in-possession subject to the
jurisdiction of the United States Bankruptcy Court for the Northern District of
Texas, Dallas Division (the "Bankruptcy Court"). The Chapter 11 cases are being
jointly administered for procedural purposes only before the Bankruptcy Court
under case no. 01-34275-SAF-11. (See Note 1 of the Condensed Consolidated
Financial Statements of the Company, Chapter 11 Filing).

    On April 15, 2002, the Company entered into a non-binding letter of intent
with its secured lenders on the material terms of a plan of reorganization. The
Plan, filed with the Bankruptcy Court on April 23, 2002, should allow the
Company to emerge from Chapter 11 proceedings. The new plan of reorganization
superceded the plan that was filed on January 31, 2002 which was based on a
transaction described in the Company's previously announced letter of intent
with Sun Capital Acquisition Corp. The Sun Capital letter of intent has expired,
and the Company is no longer pursuing the transaction. (See Note 1 of the
Condensed Consolidated Financial Statements of the Company, Reorganization Plan
Procedures).

    There can be no assurance that the plan of reorganization will be confirmed
under the Bankruptcy Code. If the Company is unable to obtain confirmation of a
plan of reorganization, its creditors or equity security holders may seek other
alternatives for the Company. There can be no assurance that upon consummation
of a plan of reorganization there will be improvement in the Company's financial
condition or results of operations. The Company has incurred and will continue
to incur professional fees and other cash demands typical in bankruptcy.

    The accompanying condensed consolidated financial statements have been
prepared assuming that the Company will continue as a going concern, which
contemplates continuity of operations, realization of assets and liquidation of
liabilities and commitments in the normal course of business. The Chapter 11
filing and related circumstances, including the Company's debt structure,
default on all pre-petition debt, significant negative working capital and
recurring losses, as well as current economic conditions, raise substantial
doubt about the Company's ability to continue as a going concern. The
appropriateness of reporting on the going concern basis is dependent upon, among
other things, confirmation of a plan of reorganization, success of future
operations, the ability to generate sufficient cash from operations and/or
financing sources to meet obligations, and availability of subscriber devices
and network infrastructure and related support. See "Liquidity and Capital
Resources." As a result of the Chapter 11 filing and related circumstances,
however, such realization of assets and liquidation of liabilities are subject
to significant uncertainty. The financial statements do not include any
adjustments relating to the recoverability and classification of asset carrying
amounts or the amount and classification of liabilities that may result in the
event that the Company is unable to continue as a going concern. While under the
protection of Chapter 11, the Company may sell or otherwise dispose of assets
and liquidate or settle liabilities for amounts significantly different from
those reflected in the accompanying condensed consolidated financial statements.
Additionally, the amounts reported on the condensed consolidated balance sheet
could change materially because of changes in business strategies and the
effects of any proposed plan of reorganization.

GENERAL

    The Company provides wireless data services and paging services. The Company
has constructed and operates a wireless data network which covers approximately
90% of the U.S. population. The Company has incurred significant capital
expenditures and operating losses associated with the implementation and
deployment of its wireless data services.

    Since commencing operations in 1990, the Company has invested heavily in its
wireless communications network and administrative infrastructure in order to
establish nationwide coverage and centralized customer service and
administrative support functions. The Company incurs substantial fixed operating
costs related to its wireless communications infrastructure, which is designed
to serve a larger subscriber base than the Company currently serves. The Company
has sustained consolidated operating losses in each year of operations since
inception. The Company sustained an aggregate $159.7 million operating loss from
1999 to 2001 with a $4.3 million operating loss recorded for the three months
ended March 31, 2002. Management expects consolidated operating losses to
continue through 2004.


                                       13
<PAGE>


    The Company's strategy is to expand its wireless data subscriber base and to
increase profitability and cash flow through greater utilization of its
nationwide wireless communications network. From the introduction of wireless
data services in December 1998 to March 31, 2002, the number of wireless data
units in service increased to 524,748. None of the Company's growth is
attributable to acquisitions. The Company intends to achieve growth in units in
service by promoting its wireless data services through its Carrier Services and
Business Sales Strategic Business Units ("SBU").

    In the fourth quarter of 2001, the Company consolidated its five SBUs into
two. The Carrier Services SBU now includes the former Reseller SBU and Wireless
Control Systems (Telemetry) SBU, as well as the International division. The new
Business Sales SBU is a combination of the former National Retail, National
Accounts and Field Sales SBUs.

    The Company sells and leases its subscriber units through the following
distribution channels: (i) private brand strategic alliances, wireless data
network alliances, local and regional resellers and telemetry resellers through
its Carrier Services SBU, (ii) direct business accounts and national and
regional retail stores through its Business Sales SBU. The Company's primary
emphasis is on indirect sales through it Carrier Services SBU and sales to major
corporate accounts through the Business Sales SBU. As a result of rejecting
substantially all of its material contracts with its traditional and online
retailers, sales to consumers through retail stores will decline dramatically as
retailers' existing inventories are depleted. At March 31, 2002, 70% of the
Company's domestic units in service originated from the Carrier Services SBU and
30% from the Business Sales SBU.

    The Company has historically sold, rather than leased, most of the
subscriber units used by its subscribers. As a result, the Company has had much
less capital invested in subscriber units than many other paging carriers since
it has recouped a substantial portion of subscriber unit costs upon sale to
subscribers, retailers and resellers. This has resulted in significantly lower
capital expenditures and depreciation expense than if the Company had leased
units to its subscribers.

    Currently, the Company sells or leases wireless messaging end-user devices
to subscribers, retailers and resellers. The Company earned recurring revenues
from subscribers and resellers in the form of fixed periodic fees and incurred
substantial operating expenses in offering its services, including technical,
customer service and general and administrative expenses.

    The Company derives its recurring revenue primarily from fixed periodic fees
for services. Consequently, the Company's ability to recoup its initial selling
and marketing costs, to meet operating expenses and to achieve profitability is
dependent on the average length of time that each customer continues to utilize
the Company's service, as operating results benefit from the recurring payments
of the fixed fees without the incurrence of additional selling expenses by the
Company. Conversely, operating results are adversely affected by customer
disconnections. Each month a percentage of the Company's existing customers have
their service terminated for a variety of reasons, including failure to pay for
service, dissatisfaction with service and switching to a competing service
provider. Average monthly disconnect rates are calculated by dividing (a) the
sum of (i) the subscriber disconnections from each of the Carrier Services SBU's
strategic alliance partners, to the extent that each partner has net
disconnections, (ii) net subscriber disconnections from the local reseller
channel, taken as a whole, and (iii) subscriber disconnections from all national
retail and direct sales channels, by (b) the total number of units in service at
the beginning of the period. Disconnect rates are stated as the monthly average
of each period presented.

    The Company's Subscriber Service Agreement provides, "after activation,
neither The Company nor any retailer will issue customer credits for used or
unused services for which payment has been received". However, it is the
Company's present policy to allow customers 365 days to apply credits for unused
services to future services. For customers who have terminated services and have
a net credit balance, such amounts are classified as current liabilities in the
Company's consolidated balance sheets. Upon the expiration of 365 days,
unapplied credit balances in customer accounts will be recognized as revenue and
debit balances in customer accounts will be written off to allowance for
doubtful accounts.

    Approximately 90% of the Company's monthly average revenue per unit ("ARPU")
is attributable to fixed fees for airtime, coverage options and features. The
remainder is dependent on usage. Management anticipates that the Company's
consolidated ARPU will increase as wireless data subscriber additions increase,
since wireless data services yield a significantly higher ARPU than traditional
paging services. Management anticipates that the Company's traditional paging
service's ARPU will decline somewhat in the foreseeable future.

    EBITDA represents earnings (loss) before interest, taxes, depreciation and
amortization, and amortization of stock compensation and restructuring charges.
EBITDA is a financial measure commonly used in the Company's industry. EBITDA is
not derived pursuant to generally accepted accounting principles ("GAAP"), and
therefore should not be construed as an alternative to operating income, as an
alternative to cash flows from operating activities (as


                                       14
<PAGE>


determined in accordance with GAAP) or as a measure of liquidity. The
calculation of EBITDA does not include commitments of the Company for capital
expenditures and payment of debt and should not be deemed to represent funds
available to the Company. The Company's definition of EBITDA may not be
comparable to similarly titled measures used by other companies. Management
believes the presentation of EBITDA is useful information to the investor
because it depicts results of operations without considering the sunk costs of
capital equipment (i.e., depreciation), the cost of financing (i.e., interest)
and taxes. There are no legal functional requirements that limit discretionary
use of funds depicted by EBITDA.

RESULTS OF OPERATIONS

    The following discussion assumes the Company's ability to continue its
operations as a going concern and, as a result, does not include adjustments to
reflect the possible future effects on the recoverability and classification of
assets or the amounts and classification of liabilities that might result from
the outcome of that uncertainty.

    Historically, the Company has had three segments. Effective January 1, 2002,
the Company had one segment since the Company is restructuring its business and
simplifying management reporting.

    Units in Service

    The Company had 477,112 wireless data units in service as of March 31, 2001
compared to 524,748 as of March 31, 2002. The Company received its first
shipments of full 2way wireless data devices in February 2000. In September
2000, the Company began receiving shipments of the Motorola Talkabout T900 which
has contributed significantly to the wireless data unit growth. In July 2000,
the Company added its first units in telemetry. As of March 31, 2002, the
Company had 5,636 telemetry units in service included in total wireless data
units in service.

    Net wireless data unit additions for the three months ended March 31, 2001
and 2002 were 123,332 and 16,659, respectively. The decrease in the number of
unit adds from March 31, 2001 to March 31, 2002 is due primarily to general
market conditions for wireless data devices and the Company's bankruptcy
proceedings. In the quarters ended March 31, 2001 and 2002, the average monthly
disconnection rate for wireless data units was 2.6% and 2.4%, respectively.

    Units in service from domestic one-way paging operations were 1,613,704 and
875,605 as of March 31, 2001 and 2002, respectively. The Company's one-way
operations experienced a net decrease of 738,099 units in service from March 31,
2001 to March 31, 2002, as the general market for traditional paging declines.
Unit decreases for the three months ended March 31, 2001 and 2002 were 250,856
and 152,625, respectively. This has been a continued trend since 1998. In the
quarters ended March 31, 2001 and 2002, the one-way paging unit's average
monthly disconnection rate was 5.8% and 5.9%, respectively. Management believes
there is a declining market for traditional one-way paging services, and some of
the demand appears to be shifting to the higher quality and greater benefits of
wireless data services. Management expects the significant decline in
traditional paging units to continue for the foreseeable future.

Revenues

     Revenues for the three months ended March 31, 2001 were $63.4 million
compared to $45.4 million and for the three months ended March 31, 2002.
Recurring revenues for wireless data for the same periods were $16.4 million and
$18.1 million, respectively. Recurring revenues for traditional paging for the
same periods were $39.1 million and $23.2 million, respectively. Revenues from
equipment sales for the same periods were $7.1 million and $3.3 million,
respectively. Network revenues, comprised of: (1) non-recurring engineering
fees; (2) construction revenues related to the installation of transmitting and
receiving equipment; and (3) non-airtime service revenues, for the same periods,
were $0.9 million and $0.8 million, respectively. ARPU for wireless data was
$13.17 for the three months ended March 31, 2001 compared to $11.68 for the same
period in 2002. ARPU for traditional paging for the three months ended March 31,
2001 was $7.49 compared to $8.11 for the same period in 2002. Management expects
wireless data's and traditional paging's ARPU will decline somewhat in 2002.

    During the third quarter of 2000, the Company initiated its national retail
sales efforts for the new Motorola T900. This sales program includes certain
sales incentives paid to retailers when the product is sold by the retailer.
These sales incentives, which result in a loss on the product, are recorded as a
reduction to equipment revenue in the period the products are shipped to
retailers, which is consistent with the Emerging Issues Task Force abstract
number 01-09, "Accounting for Consideration Given by a Vendor to a Customer
(Including a Reseller of the Vendor's Products)" ("EITF 01-09"). Due to the
nature of the arrangements with retailers, the Company is not recognizing
revenue on units shipped to the retailers until the retailers sell the units to
a consumer as the Company is unable to reasonably estimate the level of product
returns. Hence, equipment revenue received from the retailer is recorded as
deferred revenue until the device is sold to the consumer. Likewise, product
sold subject to right of return by the retailer is


                                       15
<PAGE>


recorded as an asset until sold to the consumer. The Company recorded $3.4
million and $0.5 million for units held in retailers' inventory at March 31,
2001 and 2002, respectively. All consumer rebates are recorded upon activation
by the customer as a deferred charge based on the Company's estimated redemption
rate. The deferred charge is recognized as a reduction in airtime revenue over
the service period commitment. As the Company de-emphasizes its retail
distribution channel, product sales to retailers are expected to be
significantly reduced.

    During the fourth quarter of 2000, the Company adopted Staff Accounting
Bulletin Number 101 ("SAB 101") with an effective date of January 1, 2000. SAB
101 requires the deferral of revenue when the earnings process is not complete.
The earnings process associated with equipment revenue from the sale of wireless
data devices, except those sold through the national retail channel, is not
complete because airtime is an integral part of the transaction in instances
when the Company sells both the device and airtime to the same individual. As a
result, the Company is deferring the recognition of equipment revenue over the
three year expected life of a wireless data subscriber. The Company has recorded
$15.9 million and $10.4 million at March 31, 2001 and 2002, respectively in
deferred revenue associated with SAB 101 which is recorded as other long-term
liabilities.

Cost of Equipment Sold

    The cost of equipment sold for the three months ended March 31, 2001 was
$10.1 million compared to $4.2 million for the three months ended March 31,
2002.

    As a result of the adoption of SAB 101, the Company recognizes an immediate
loss in the amount of the cost of equipment sold in excess of revenue, and the
remaining cost of equipment sold is deferred and recognized over the three year
expected life of a subscriber. The Company has recorded $15.3 million and $9.8
million in deferred cost of equipment associated with SAB 101 as of March 31,
2001 and 2002 respectively, which is recorded as other assets.

Operating Expenses

     Technical expenses were $19.5 million for the three months ended March 31,
2001 compared to $15.6 million for the three months ended March 31, 2002. The
decrease is due primarily to reductions in employee, telecommunication and other
costs associated with the Company's restructuring as well as continuing efforts
to reduce costs.

     General and administrative expenses (including costs associated with
customer service, field administration and corporate headquarters) for the three
months ended March 31, 2001 and 2002 were $23.2 million and $9.4 million,
respectively. The decrease is due primarily to reductions in employee and other
costs as resources associated with the Company's restructuring as well as
continuing efforts to reduce costs.

    Selling expenses for the three months ended March 31, 2001 were $9.5 million
compared to $2.8 million for the three months ended March 31, 2002. The primary
reasons for the decrease were the closing of sales offices, exiting the National
Retail Sales Channel, reduction of the field sales force and other cost
reductions in 2001.

    Depreciation and amortization was $20.2 million and $17.6 million for the
three months ended March 31, 2001 and 2002, respectively. The decrease resulted
from only spending maintenance levels in capital expenditures during 2001.

Amortization of Stock Compensation

    On February 10, 2000, 1,075,000 shares of Phantom Stock were granted under
the WebLink Wireless, Inc. 2000 Flexible Incentive Plan with a three-year
vesting period. Based on the closing market price of $23.8125 reported on Nasdaq
on February 10, 2000, these grants have an aggregate market value of $25.6
million. On December 6, 2001, 1,000,000 shares of Phantom Stock were surrendered
to the Company. As a result approximately $8.5 million of deferred compensation
related to unvested phantom stock was reversed. The compensation cost associated
with the grants is recorded as amortization of stock compensation over the
vesting period. Accordingly, $2.1 million was incurred in the first quarter of
2001 and $149,000 was incurred in the first quarter of 2002.

Interest Expense

    As of the Petition Date, the Company began recording interest expense only
for debt that will continue to be paid during the Chapter 11 proceeding or that
is probable to be an allowed priority, secured or unsecured claim. Therefore,
the Company is not recording the interest expense associated with the 11 1/4%
Senior Subordinated Discount Exchange Notes due 2008 ("11 1/4% Notes"), the 15%
Senior Discount Exchange Notes due 2005 ("15%


                                       16
<PAGE>


Notes"), and the amortization of the deferred debt issuance costs associated
with the 11 1/4% Notes and 15% Notes ("DDIC"). The Company continued to record
interest expense related to a vendor financing arrangement and the credit
agreement led by Deutsche Bank Trust Company Americas (formerly known as Bankers
Trust Company) and Morgan Stanley Senior Funding, Inc., as amended ("Amended
Credit Facility"). The following table details the contractual and actual
interest expense for the three months ended March 31, 2002 and 2001 (dollars in
millions):


<Table>
<Caption>
                                       CONTRACTUAL INTEREST EXPENSE                    ACTUAL INTEREST EXPENSE
                                        Period ended March 31, 2002    Period ended March 31, 2002    Period ended March 31, 2001
                                                Three Months                  Three Months                    Three Months
                                       ----------------------------    ---------------------------    ---------------------------
<S>                                    <C>                             <C>                            <C>
11 1/4% Notes                                     $  7.8                       $   --                          $ 7.8
15% Notes                                            7.8                           --                            7.0
DDIC for 11 1/4 % & 15% notes                        0.3                           --                            0.3
Vendor financing                                     0.2                          0.2                            0.2
Amended Credit Facility includes DDIC                2.4                          2.4                            2.2
Capital Leases                                       0.1                          0.1                            0.1
Other                                                 --                           --                             --
                                                  ------                       ------                          -----
                                                  $ 18.6                       $  2.7                          $17.6
                                                  ======                       ======                          =====
</Table>

     Interest expense related to the 11 1/4% Notes is currently non-cash pay,
since payment of interest was to commence in February 2003.

Net Loss

    The Company sustained losses before extraordinary item of $39.3 million for
the three months ended March 31, 2001. The Company sustained losses before
bankruptcy reorganization items and extraordinary items for the three months
ended March 31, 2002 of $8.3 million. Bankruptcy reorganization items were $1.3
million for the three months ended March 31, 2002. Bankruptcy reorganization
items consisted principally of legal and professional fees. An extraordinary
gain of $0.3 million was recognized in the first quarter of 2002 for the
forgiveness of debt. Including the bankruptcy reorganization items and the
extraordinary gain, the Company's net losses for the three months ended March
31, 2002 were $9.4 million. The decrease in losses was primarily due to
decreases in operating expenses associated with the operations of the Company.

Selected Quarterly Results of Operations

    The tables below set forth management's presentation of results of
operations and other data on a quarterly basis for the six most recent fiscal
quarters. This presentation should be read in conjunction with the Company's
Condensed Consolidated Financial Statements of the Company and the Notes thereto
included elsewhere in this report and the Company's quarterly reports on Form
10-Q for the corresponding periods below, and should not be considered in
isolation or as an alternative to the results of operations that are in
accordance with GAAP. (In thousands, except other data).


                                       17
<PAGE>


<Table>
<Caption>
                                                         DEC. 31,     MARCH 31,     JUNE 30,     SEPT. 30,    DEC. 31,   MARCH 31,
                                                           2000         2001          2001         2001         2001        2002
                                                        -----------  -----------   -----------  -----------  ----------  ---------
                                                                                         (Unaudited)
<S>                                                     <C>          <C>           <C>          <C>          <C>         <C>
RECURRING REVENUES--WIRELESS DATA                       $    10,959  $    16,412   $    19,599  $    19,660  $   18,128  $  18,100
RECURRING REVENUES--TRADITIONAL PAGING                       43,440       39,068        33,961       28,363      26,619     23,163
Network revenues                                              1,028          863           781          769         769        769
Equipment revenues                                            7,441        7,064         4,977        3,225       6,444      3,349
                                                        -----------  -----------   -----------  -----------  ----------  ---------
TOTAL REVENUES                                               62,868       63,407        59,318       52,017      51,960     45,381

Cost of equipment sold                                       12,830       10,050         6,329        4,084       7,552      4,181
Technical expenses (exclusive of depreciation
  and amortization)                                          21,185       19,540        19,168       17,724      13,729     15,592
General and administrative (excluding amortization
  of stock compensation)                                     21,036       23,165        22,730       20,230      15,186      9,365
Selling expenses                                             11,559        9,513         6,946        6,092       4,215      2,796
Restructuring charges                                            --          320         2,529        1,951       1,000         --
Depreciation and amortization expense                        18,900       20,240        20,374       17,717      17,165     17,588
Amortization of stock compensation                            2,133        2,133         2,133        2,133       1,601        149
                                                        -----------  -----------   -----------  -----------  ----------  ---------
OPERATING LOSS (EBIT)                                   $   (24,775) $   (21,554)  $   (20,891) $   (17,914) $   (8,488) $  (4,290)
                                                        -----------  -----------   -----------  -----------  ----------  ---------
EBITDA (1)                                              $    (3,742) $     1,139   $     4,145  $     3,887  $   11,278  $  13,447
                                                        -----------  -----------   -----------  -----------  ----------  ---------

Other data:
Ending units in service-Wireless Data                       353,780      477,112       517,511      500,376     508,089    524,748
Ending units in service-Traditional Paging                1,864,560    1,613,704     1,403,625    1,193,372   1,028,230    875,605
ARPU-Wireless Data (2)                                  $     12.56  $     13.17   $     13.14  $     12.88  $    11.98  $   11.68
ARPU-Traditional Paging (2)                             $      7.30  $      7.49   $      7.50  $      7.28  $     7.99  $    8.11
Cash flow from operating activities                     $     4,750  $   (21,669)  $     2,225  $    10,612  $    1,052  $   1,045
Cash flow from investing activities                         (16,852)      (9,823)       (1,266)      (1,355)     (1,782)      (225)
Cash flow from financing activities                           8,720       30,144          (610)        (353)       (302)      (309)
</Table>

----------
(1) EBITDA represents Earnings (loss) before interest, taxes, depreciation and
amortization, amortization of stock compensation and restructuring charges..
EBITDA is a financial measure commonly used in the Company's industry. EBITDA is
not derived pursuant to generally accepted accounting principles ("GAAP") and
therefore should not be construed as an alternative to operating income, as an
alternative to cash flows from operating activities (as determined in accordance
with GAAP) or as a measure of liquidity. The caqlculation of EBITDA does not
include commitments of the Company for capital expenditures and payment of debt
and should not be deemed to represent funds available to the Company. The
Company's definition of EBITDA may not be comparable to similarily titled
measures used by other companies. Management believes the presentation of EBITDA
is useful information to the investor because it depicts results of operations
without considering the sunk costs of capital equipment (I.e., depreciation),
the cost of financing (I.e., interest) and taxes. There are no legal or
functional requirements that limit discretionary use of funds depicted by
EBITDA.

(2) Calculated by dividing recurring revenues for the quarter by the simple
average number of units in service during that quarter. Stated as the monthly
average for the quarter.

SEASONALITY

    Device usage is slightly higher during the spring and summer months, which
is reflected in higher incremental usage fees earned by the Company. Only the
Company's retail sales are generally subject to seasonal fluctuations.

CRITICAL ACCOUNTING POLICIES

    For a discussion of critical accounting policies of the Company, see Note 7
to the Condensed Consolidated Financial Statements.

LIQUIDITY AND CAPITAL RESOURCES

    The Company's operations have historically required substantial capital
investment for the development and installation of its wireless communications
network, the procurement of subscriber units, and expansion into new and
existing markets. To date, these investments by the Company have been funded by
the proceeds from the issuance of common stock, preferred stock and notes, and
borrowings under bank and vendor financing arrangements.

    Capital expenditures were $9.0 million for the three months ended March 31,
2001 and $1.1 million for the three months ended March 31, 2002. In September
2000, the Company signed a Volume Purchase Agreement with Glenayre Electronics,
Inc. ("Glenayre") in which the Company committed to purchase or license $20.8
million of network infrastructure equipment and software through December 31,
2001. The agreement expired December 31, 2001, at which time the Company had
purchased $9.5 million under this agreement. The remaining $10.5 million
purchase commitment was an obligation incurred prior to the petition date of May
23, 2001. As such, any claim submitted in the Chapter 11 proceeding with respect
to such amount will be treated as an unsecured claim under any plan of
reorganization proposed by the Company. (See Note 6 to the Condensed
Consolidated Financial Statement of the Company).

    The Company's net cash used by operating activities for the three months
ended March 31, 2001 was $21.7 million compared to net cash provided by
operations for the three months ended March 31, 2002 of $1.0 million. Net cash
used in investing activities was $9.8 million and $225,000 for the three months
ended March 31, 2001 and 2002, respectively, and was primarily for capital
expenditures. Net cash provided by financing activities was $30.1 million for
the three months ended March 31, 2001 and net cash used in financing activities
was $309,000 for the three months ended March 31, 2002. Net cash provided by
financing activities for the three months ended March 31, 2001 resulted
primarily from $25.1 million in borrowings under the Amended Credit Facility and
$5.7 million from


                                       18
<PAGE>


borrowings under the vendor financing arrangement. Net cash used in financing
activities for the three months ended March 31, 2002 was due to payments for the
Company's capital leases.

    The 11 1/4% Notes, which are unsecured senior subordinated obligations of
the Company, mature in 2008 and were issued at a substantial discount from their
principal amount at maturity.

    The 15% Notes, which are unsecured senior obligations of the Company, mature
in 2005 and were issued at a substantial discount from their principal amount at
maturity. The 15% Notes were fully accreted by February 1, 2000. From and after
August 1, 2000, interest on the 15% Notes is payable semiannually, in cash. As a
result of the Chapter 11 filing, beginning with the August 1, 2001 interest
payment, interest has not been paid on the 15% Notes.

     In March 1997, the Company entered into a vendor financing arrangement with
an infrastructure vendor (the "Vendor Financing Arrangement"), providing for the
financing of infrastructure and other equipment over a period of 60 months from
the date of initial drawdown. In September 2000, the maximum aggregate amount
available was amended from $30 million to $10 million and is secured by the
equipment purchased. The interest rate applicable to such financing is equal to
the sum of 7% and the London interbank offered rate ("LIBOR") as published in
The Wall Street Journal for three-month maturities or the sum of 4.25% and the
U.S. prime rate of interest as published in The Wall Street Journal. As of March
31, 2002, the Company had $8.6 million outstanding under the Vendor Financing
Arrangement (See Note 6 to the Condensed Consolidated Financial Statements of
the Company). The weighted average interest rate for borrowings outstanding
during the three months ended March 31, 2002 was 13.75%.

    In December 2000, the Company amended its credit facility to provide
borrowings up to $80 million with an additional $20 million upon further
approval of the banks. In the first quarter of 2001, the Company borrowed an
additional $25.1 million to pay the interest due on the 15% Notes and support
general operations. As of March 31, 2002, $78.5 million was outstanding in the
form of term loans and $1.2 million in two letters of credit as security for the
capital leases of computer equipment. As of March 31, 2002, the Company had no
monies available under the Amended Credit Facility. The Amended Credit Facility
bears interest at the bank's prime rate plus 3.5% or at LIBOR plus 4.5%. The
weighted average interest rate on the amounts borrowed for the period from
January 1, 2002 to March 31, 2002 was 10.4%.

    As of March 31, 2002, the Company's principal indebtedness was $262.9
million under the 11 1/4% Notes, $207.3 million under the 15% Notes, $78.5
million under the Amended Credit Facility, $8.6 million under the Vendor
Financing Arrangement and $2.3 million under capital lease obligations. As of
March 31, 2002, the outstanding debt on the 11 1/4% Notes and the 15% Notes are
classified as liabilities subject to compromise. The amounts borrowed under the
Vendor Financing Arrangement and the Amended Credit Facility are secured and not
subject to compromise, however are classified as current maturities of long term
debt at March 31, 2002, because the Company is in default as a result of the
Chapter 11 filing.

    The indentures under which the 15% Notes and the 11 1/4% Notes were issued,
the Vendor Financing Arrangement and the Amended Credit Facility contain certain
restrictive covenants that, among other things, limit the ability of the Company
to incur indebtedness, pay dividends, repurchase capital stock, engage in
transactions with stockholders and affiliates, create liens, sell assets, enter
into leases and engage in mergers and consolidations, and the Amended Credit
Facility requires the Company to maintain certain operating and financial
performance measures and limits the ability of the Company to make capital
expenditures. At March 31, 2002, the Company was not in compliance with such
covenants. During the pendancy of the Chapter 11 case, lenders may not pursue
remedies for failure to comply with such covenants unless they obtain the
approval of the Bankruptcy Court to lift the automatic stay imposed by Section
362 of the Bankruptcy Code.

    Construction of the Company's wireless data network is substantially
complete, dramatically reducing the historical level of capital expenditures
required to support the network. In addition, the Company has significantly
reduced operating expenditures through the restructuring that occurred in 2001.
As a result the Company's cash requirements are currently significantly lower
than requirements of the last several years.

    As of March 31, 2002, the Company had approximately $14.5 million in cash
and cash equivalents. The Company believes that cash on hand and funds from
operations will enable the Company to meet its current operating and capital
expenditure requirements for 2002. Until a plan of reorganization is approved,
the Company's long-term liquidity and adequacy of its capital resources cannot
be determined.

    Inherent in a successful plan of reorganization is a capital structure which
permits the Company to generate sufficient cash flow after reorganization to
meet its restructured obligations and fund the current obligations of the
Company. Under the Bankruptcy Code, the rights and treatment of pre-petition
creditors and stockholders may be


                                       19
<PAGE>


substantially altered. At this time, it is not possible to predict the outcome
of the Chapter 11 case, in general, or the effects of such case on the business
of the Company or on the interests of creditors and stockholders. Management
believes that it is highly unlikely that current equity security holders will
receive any distribution under any reorganization plan.

OFF-BALANCE SHEET LIABILITIES

    At March 31, 2002, the Company has no material off-balance sheet
liabilities.

COMMITMENTS AND CONTINGENCIES

    For a discussion of material commitments and contingencies of the Company,
see Note 6 in the Condensed Consolidated Financial Statements and "Part II, Item
1, Legal Proceedings".

RELATED PARTY TRANSACTIONS

    None.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

    The Company's investment policy requires investments in high-quality
investment grade securities including obligations of the U.S. Government
guaranteed by the United States of America, money market deposits and corporate
commercial paper. The Company typically invests its surplus cash in these types
of securities for periods of relatively short duration. Although the Company is
exposed to market risk related to changes in short-term interest rates on these
investments, the Company manages these risks by closely monitoring market
interest rates and the duration of its investments. Due to the short-term
duration and the limited dollar amounts exposed to market interest rates,
management believes that fluctuations in short-term interest rates will not have
a material adverse effect on the Company's results of operations. The Company
does not enter into financial investments for speculation or trading purposes
and is not a party to any financial or commodity derivatives.

    The Amended Credit Facility bears interest at the bank's prime rate plus
3.5% or at LIBOR plus 4.5%. Therefore, the Amended Credit Facility is subject to
short-term interest rate risk. At March 31, 2002, the balance outstanding under
the Amended Credit Facility was $78.5 million. Consequently, a 100 basis point
increase in the bank's prime rate or LIBOR would result in a $785,000 increase
in interest expense over a twelve-month period.


                                       20
<PAGE>


                                     PART II

ITEM 1. LEGAL PROCEEDINGS

    In March and April of 2001, the Company was served with five lawsuits
against it and John D. Beletic, its chairman, seeking to recover an unspecified
amount of monetary damages allegedly caused by the Company's alleged fraudulent
scheme to artificially inflate the price of the Company's common stock through a
series of alleged false and misleading statements to the market and alleged
material omissions in violation of federal and state securities laws. Four of
the lawsuits are filed in the U.S. District Court for the Northern District of
Texas and seek class action status on behalf of persons who purchased the
Company's common stock on the open market during the period from December 29,
2000, through February 20, 2001. The fifth lawsuit was filed in the Dallas
County Court at Law on behalf of a single stockholder that purchased the
Company's common stock on the open market during the same time period. The fifth
suit has been removed to the same federal court in which the other suits are
filed. No discovery has yet occurred, and the Company believes the lawsuits have
no merit. During the pendancy of the Chapter 11 case, plaintiffs are stayed
under Section 362 of the Bankruptcy Code from pursuing the claims in the
lawsuits.

    On October 31, 2001, Glenayre Electronics, Inc. ("Glenayre") filed a motion
in the Bankruptcy Court to modify the automatic stay (i) to permit Glenayre to
terminate its non-exclusive software licenses with the Company, and (ii) to
require adequate protection payments with respect to the collateral pledged to
Glenayre, or, in the alternative, to permit foreclosure upon such collateral. As
of the Petition Date, the Company was indebted to Glenayre in the amount of $8.6
million (the "Indebtedness") for the purchase of certain network equipment and
software licenses. The Indebtedness is secured by such equipment and software
licenses, which represent only a small fraction of the infrastructure equipment
that comprises the Company's network. Nevertheless, the software licenses held
by the Company relating to such equipment are necessary for the Company to
continue its current operations.

    This motion was set for final hearing on February 21, 2002, at which time
the parties commenced the presentation of witnesses and evidence. After the
close of the initial segment of the hearing presentation, the parties continued
settlement negotiations. A detailed agreement in principle was announced by
Glenayre and the Company on February 22, 2002. The parties later reached
agreement on the documentation of the settlement. The settlement of the Glenayre
motion to terminate stay was presented to and approved by the Bankruptcy Court
on May 6, 2002 (the "Settlement Agreement"). Under the Settlement Agreement, the
Company has agreed to make monthly license payments to Glenayre in lieu of
adequate protection, and the Company has received a new maintenance service
agreement and certain software upgrades and licenses. Glenayre has also provided
incentives to the Company to confirm a plan of reorganization which provides
Glenayre with "equal treatment" on a proportionate basis with the treatment
proposed to the Company's secured lenders under its credit facility.

    The Company is involved in various other lawsuits arising in the normal
course of business. In management's opinion, the ultimate outcome of these other
lawsuits will not have a material adverse effect on the results of operations or
financial condition of the Company.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

    None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

    None.

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

    None.

ITEM 5.  OTHER INFORMATION

    None.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

    (a)  Exhibits:

         The exhibits listed on the accompanying index to exhibits are filed as
         part of this quarterly report.

    (b)  Reports on Form 8-K:

         The following reports on Form 8-K were filed by The Company Wireless,
         Inc. during the quarter ended March 31, 2002:

                  Current report on Form 8-K dated February 1, 2002, disclosing
                  under Item 3 "Bankruptcy or Receivership", the issuance of the
                  Company's January 31, 2002 press release


                                       21
<PAGE>


                  announcing that the Company had signed a letter of intent with
                  Sun Capital Acquisition Corp. The terms of the letter of
                  intent were incorporated in a Plan of Reorganization and a
                  disclosure Statement for the Plan of Reorganization, which
                  were filed with the Bankruptcy Court on January 31, 2002.


                                       22
<PAGE>


                                   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 thereunto duly authorized.






                              WEBLINK WIRELESS, INC.



MAY 20, 2002                  BY:  /s/ N. ROSS BUCKENHAM
                                   ---------------------
                              N. ROSS BUCKENHAM
                              CHAIRMAN AND CHIEF EXECUTIVE OFFICER







MAY 20, 2002                  BY:  /s/ KELLY W. PRENTISS
                                   ---------------------
                              KELLY W. PRENTISS
                              VICE PRESIDENT, FINANCE, CHIEF FINANCIAL OFFICER
                              AND TREASURER
                              (PRINCIPAL FINANCIAL AND CHIEF ACCOUNTING OFFICER)


                                       23
<PAGE>


                                  EXHIBIT INDEX

<Table>
<Caption>
EXHIBIT NO.       DESCRIPTION
-----------       -----------
<S>               <C>
11.1*             Statement regarding computation of per share earnings (loss)
                  for the three months ended March 31, 2002

11.2*             Statement regarding computation of per share earnings (loss)
                  for the three months ended March 31, 2001

12.1*             Computation of ratio of earnings to fixed charges
</Table>



*    Filed herewith


                                       24