<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 JUNE 30, 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 August 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 August 1, 2002.


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



<PAGE>


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


<Table>
<Caption>
                                                                                                            PAGE
                                                                                                            ----
<S>                                                                                                         <C>
PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

         Condensed Consolidated Balance Sheets at December 31, 2001
              and June 30, 2002...........................................................................    3

         Condensed Consolidated Statements of Operations for the Three and Six
             Months Ended June 30, 2001 and 2002..........................................................    4

         Condensed Consolidated Statements of Cash Flows for the Three and Six
             Months Ended June 30, 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...............................................   13

Item 3.  Quantitative and Qualitative Disclosures about Market Risk.......................................   21

PART II. OTHER INFORMATION

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

Item 2.  Changes in Securities and Use of Proceeds........................................................   22

Item 3.  Defaults Upon Senior Securities..................................................................   22

Item 4.  Submission of Matters to a Vote of Security Holders..............................................   22

Item 5.  Other Information................................................................................   22

Item 6.  Exhibits and Reports on Form 8-K.................................................................   22
</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,        June 30,
                                                                     2001              2002
                                                                 ------------      ------------
                                                                                    (Unaudited)
<S>                                                              <C>               <C>
ASSETS
Current assets:
     Cash and cash equivalents                                   $     13,970      $     21,919
     Accounts receivable, net                                          19,001            18,560
     Inventories                                                        3,763             2,326
     Product sold subject to right of return                              589               470
     Other current assets, net                                         10,552             9,378
                                                                 ------------      ------------
           Total current assets                                        47,875            52,653

Property and equipment, net                                           165,778           134,511

Narrowband licenses, net                                              122,575           122,575

Other assets                                                           23,849            20,680
                                                                 ------------      ------------
           Total assets                                          $    360,077      $    330,419
                                                                 ============      ============

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
     Accounts payable                                            $      4,521      $      4,867
     Liabilities subject to compromise                                498,863           497,498
     Deferred revenue                                                  24,943            19,774
     Current maturities of long-term debt                              88,361            88,427
     Other current liabilities                                         33,236            31,498
                                                                 ------------      ------------
           Total current liabilities                                  649,924           642,064

Long-term debt                                                          1,374               687

Other long-term liabilities                                            11,593             9,153

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 June 30, 2002                               5                 5
     Additional paid-in capital                                       341,319           341,320
     Accumulated deficit                                             (643,462)         (662,431)
     Stock subscriptions receivable                                       (82)              (82)
     Deferred compensation                                               (594)             (297)
                                                                 ------------      ------------
           Total stockholders' deficit                               (302,814)         (321,485)
                                                                 ------------      ------------
           Total liabilities and stockholders' deficit           $    360,077      $    330,419
                                                                 ============      ============
</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 June 30,     Six Months Ended June 30,
                                                                      --------------------------      --------------------------
                                                                         2001            2002            2001            2002
                                                                      ----------      ----------      ----------      ----------
<S>                                                                   <C>             <C>             <C>             <C>
Revenues:
     Recurring revenues--traditional paging                           $   33,961      $   20,151      $   73,029      $   43,314
     Recurring revenues--wireless data                                    19,599          17,909          36,011          36,009
     Network revenues                                                        781             926           1,644           1,695
     Equipment revenues                                                    4,977           3,510          12,041           6,859
                                                                      ----------      ----------      ----------      ----------
           Total revenues                                                 59,318          42,496         122,725          87,877

Cost of equipment sold and operating expenses:
     Cost of equipment sold                                                6,329           3,935          16,379           8,116
     Technical (exclusive of depreciation and amortization)               19,168          15,747          38,708          31,339
     General and administrative (excluding amortization
          of stock compensation)                                          22,730          11,100          45,895          20,465
     Selling                                                               6,946           3,209          16,459           6,005
     Restructuring charges                                                 2,529              --           2,849              --
     Depreciation and amortization                                        20,374          15,552          40,614          31,321
     Amortization of stock compensation                                    2,133             149           4,266             298
                                                                      ----------      ----------      ----------      ----------
           Total cost of equipment sold and operating expenses            80,209          49,692         165,170          97,544
                                                                      ----------      ----------      ----------      ----------

           Operating loss                                                (20,891)         (7,196)        (42,445)         (9,667)

Other (income) expense:
     Interest expense (contractual interest of $ 17,853 and
          $18,726 for the three months ended June 30, 2001
          and 2002, respectively and $ 35,471 and $37,309
          for the six months ended June 30, 2001 and 2002,
          respectively)                                                   11,476           2,689          29,094           5,375

     Interest income                                                         (98)             --            (202)             --
     Other                                                                   135              49             389           1,409
                                                                      ----------      ----------      ----------      ----------
           Total other (income) expense                                   11,513           2,738          29,281           6,784
                                                                      ----------      ----------      ----------      ----------

Loss before bankruptcy reorganization items and extraordinary item       (32,404)         (9,934)        (71,726)        (16,451)
     Bankruptcy reorganization items                                      (1,171)         (1,182)         (1,171)         (2,496)
                                                                      ----------      ----------      ----------      ----------
Loss before extraordinary item                                           (33,575)        (11,116)        (72,897)        (18,947)
Extraordinary item:
     Loss from early extinguishment of debt                                   --            (320)             --             (22)
                                                                      ----------      ----------      ----------      ----------
Net loss                                                              $  (33,575)     $  (11,436)     $  (72,897)     $  (18,969)
                                                                      ==========      ==========      ==========      ==========

Net loss per share:
     (basic and diluted)
     Loss before extraordinary item                                        (0.72)          (0.24)     $    (1.57)     $    (0.41)
           Extraordinary loss                                                 --           (0.01)             --              --
                                                                      ----------      ----------      ----------      ----------
     Net loss                                                         $    (0.72)     $    (0.25)     $    (1.57)     $    (0.41)
                                                                      ==========      ==========      ==========      ==========

Weighted average number of shares outstanding (basic and diluted)         46,509          46,218          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>
                                                                                            Six Months Ended June 30,
                                                                                        ------------------------------
                                                                                            2001              2002
                                                                                        ------------      ------------
<S>                                                                                     <C>               <C>
Cash flows from operating activities:
     Net loss                                                                           $    (72,897)     $    (18,969)
     Adjustments to reconcile net loss to
        net cash (used in) provided by operating activities:
          Extraordinary item                                                                      --               (22)
          Gain on sale of short-term investments                                                (112)
          Depreciation and amortization                                                       40,614            31,321
          Amortization of stock compensation                                                   4,266               298
          Forgiveness of stock subscription receivable                                           162                --
          Provision for bad debts                                                              8,654             3,482
          Loss on sale and disposal of property and equipment                                    234               832
          Accretion of discount on senior discount notes                                      11,165                --
          Amortization of deferred debt issuance costs                                           958               475
          Utilization of roaming credits                                                         320               128
     Changes in certain assets and liabilities:
          Increase in accounts receivable                                                     (5,748)           (3,041)
          Decrease in inventories                                                              7,986             1,437
          Decrease in product sold subject to right of return                                  1,720               119
          (Increase) decrease in other current assets                                         (1,387)            1,046
          (Increase) decrease in other assets                                                   (542)            2,694
          Increase (decrease) in accounts payable                                                900            (1,015)
          Decrease in deferred revenue                                                        (9,287)           (5,169)
          Decrease in other current liabilities                                               (8,630)           (1,720)
          Increase (decrease) in other long-term liabilities                                   2,180            (2,440)
                                                                                        ------------      ------------
               Net cash (used in) provided by operating activities                           (19,444)            9,456
                                                                                        ------------      ------------

Cash flows from investing activities:
     Purchases of property and equipment                                                     (11,301)           (2,599)
     Proceeds from the sale of property and equipment                                             61               202
     Proceeds from the sale of short-term investments                                            172                --
     Other                                                                                       (21)            1,515
                                                                                        ------------      ------------
               Net cash used in investing activities                                         (11,089)             (882)
                                                                                        ------------      ------------
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                          (1,314)             (625)
                                                                                        ------------      ------------
               Net cash provided by (used in) financing activities                            29,534              (625)
                                                                                        ------------      ------------
Net (decrease) increase in cash and cash equivalents                                            (999)            7,949

Cash and cash equivalents, beginning of period                                                 7,097            13,970
                                                                                        ------------      ------------
Cash and cash equivalents, end of period                                                $      6,098      $     21,919
                                                                                        ============      ============
Supplemental disclosures of cash flow information:
     Cash paid during the period for:
          Interest                                                                      $     19,465      $        136
          Taxes                                                                                   --                --

Supplemental schedule of noncash investing and financing activities:
     Purchase of property through capital leases                                        $        177      $         --
     Investment received from the demutalization of MetLife                                      174                --
     Issuance of warrants to Strategic Alliance Partner                                           11                --
</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 AND SIX MONTHS ENDED JUNE 30, 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 its 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, its 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 July 15, 2002, the Company filed with the Bankruptcy Court its Second
Amended Plan of Reorganization (the "Plan") and the Second Amended Disclosure
Statement for the Plan of Reorganization (the "Disclosure Statement"). The
adequacy of the Second Amended Disclosure Statement was approved by the
Bankruptcy Court on July 15, 2002. The Company's secured lenders and the
Official Committee of Unsecured Creditors (the "Committee") have announced their
support of the Plan and the intention to vote in favor of the Plan.

     Under the Plan, the Company will emerge from bankruptcy with $40 million in
debt. Interest on $20 million will be payable in cash and on the other $20
million will be payable in kind ("PIK") by the issuance of additional notes. All
the cash pay notes, $17.8 million of the PIK notes, 2,403,000 shares of new
common stock of reorganized WebLink and an estimated $7 million of cash would be
distributed to the Company's secured creditors. The remaining $2.2 million of
the PIK notes, 297,000 shares of new common stock of reorganized WebLink and
warrants to purchase 12 million shares of new common stock would be distributed
to the Company's unsecured creditors. The warrants are expected to have a term
of 10 years and an initial exercise price of $13.64 per share, which would
increase by 9% each year. An additional 300,000 shares of new common stock of
reorganized WebLink will be issued or reserved for issuance pursuant to a
management stock incentive program.

     The current equity holders of the Company would receive no distributions
under the Plan and all currently outstanding equity securities (and all options,
warrants or rights to acquire equity securities) would be cancelled.

                                       6
<PAGE>

     The Company mailed the disclosure statement and ballots to creditors on
July 19, 2002. Ballots must be returned by August 16, 2002. The confirmation
hearing is scheduled for August 22, 2002 and the Company expects to emerge from
bankruptcy in September 2002.

     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 the Plan will be confirmed or that
additional plans will not be presented to the Bankruptcy Court.


2.   BASIS OF PRESENTATION

     The accompanying unaudited condensed consolidated financial statements have
been prepared by the Company in accordance with accounting principles generally
accepted in the United States of America 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 accounting
principles generally accepted in the United States of America for complete
financial statements and should be read in conjunction with the audited
consolidated 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 and six
months ended June 30, 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 and second quarters of 2002, has
incurred substantial net losses since inception and has a significant working
capital deficit and stockholders' deficit at June 30, 2002. In May 2001, the
Company filed a voluntary petition for relief under Chapter 11 of the United
States Bankruptcy Code and at June 30, 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 filed with the Bankruptcy Court
a Second Amended Plan of Reorganization and a Second Amended Disclosure
Statement for the Plan of Reorganization. The Second Amended Disclosure
Statement was approved by the Bankruptcy Court on July 15, 2002. 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-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,


                                       7
<PAGE>

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 bar dates different from the bar date for prepetition claims
generally.

     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 actions of the Bankruptcy Court:

<Table>
<Caption>
                                                                 JUNE 30, 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                                                  16,599
Other current liabilities                                               10,731
                                                                 -------------
                                                                       497,498
                                                                 =============
</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.


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 June 30, 2002 was $1.3 million. Professional
fees are expensed as incurred.

    Bankruptcy reorganization items for the three and six months ended June 30,
2002, consisted of the following (in thousands):

<Table>
<Caption>
                                                       Three months ended     Six months ended
                                                          JUNE 30, 2002         JUNE 30, 2002
                                                       ------------------     ----------------
<S>                                                    <C>                    <C>
Professional fees                                      $            1,256     $          2,619
Interest income on accumulated cash
    resulting from Chapter 11 proceedings                              74                  123
                                                       ------------------     ----------------
    Total                                              $            1,182     $          2,496
                                                       ==================     ================
</Table>


    Operating cash receipts and payments resulting from bankruptcy
reorganization items for the three and six months ended June 30, 2002, consisted
of cash paid for professional fees of $0.8 million and $1.9 million,
respectively and cash provided by interest income of $74,000 and $123,000,
respectively.

    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.

3.  REVENUE RECOGNITION

NETWORK REVENUES

    The Company has network strategic alliance agreements with Metrocall, Inc.
("Metrocall") and Verizon Messaging ("Verizon"). As of June 30, 2002, these
three carriers were the second and third largest independent messaging carriers,
respectively, in the United States. These agreements are organized in two
distinct phases. During the first phase, 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 Metrocall and
Verizon will

                                       8
<PAGE>

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 June 30, 2002, Verizon was actively marketing its switch-based
wireless data services under phase one of their agreements and 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. Metrocall, which has not yet
elected to enter the second phase of the strategic alliance agreement, filed a
voluntary petition under Chapter 11 and has assumed the strategic alliance
agreement. There can be no assurance of the success of the arrangements with
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 half 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.

    The Company had a strategic alliance agreement with Arch Wireless, Inc.
("Arch") similar to the agreements with Metrocall and Verizon. Due to Arch's
acquisition of the wireless data network of Paging Network, Inc., Arch had
utilized the phase one switch based services only to a limited extent for
coverage where its network had no coverage. Arch filed a petition under Chapter
11 in December 2001, and rejected and terminated the strategic alliance
agreement in May 2002. The Company continues to provide services to Arch
customers on a month to month basis, but there can be no assurance that Arch
will continue to use the Company's services or that the Company will continue to
provide such services.

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 $14.8 million and $9.2 million at
June 30, 2001 and 2002, respectively. The deferred cost of sales is recorded as
other assets and has a balance at June 30, 2001 and 2002 of $14.1 million and
$8.5 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
included certain sales incentives paid to specified retailers when the product
was sold by the retailer. These sales incentives, which resulted in a loss on
the product, were recorded as a reduction to equipment revenue in the period the
products were 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 deferred charge is recognized as a reduction of airtime
revenue over the service period commitment.

                                       9
<PAGE>

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 $3.0 million and $0.5 million for units held in retailers'
inventory at June 30, 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 substantially all of its material 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 costs in 2001. The Company did not incur restructuring costs in
the first half of 2002. However, in July 2002, the Company incurred $1.5 million
in restructuring costs associated with an additional reduction in force (See
Note 9, Subsequent Events).


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>
                                   JUNE 30, 2001    JUNE 30, 2002
                                   ------------     ------------
<S>                                <C>              <C>
Stock Options ...................     6,959,483        3,795,473
Phantom Stock ...................     1,075,000           75,000
Warrants ........................     1,134,088        1,134,088
                                   ------------     ------------
                                      9,168,571        5,004,561
                                   ============     ============
</Table>


                                       10
<PAGE>

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 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 United States 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 of
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
claims against the Company in the fifth lawsuit have been dismissed without
prejudice. The Company believes the lawsuits have no merit. During the pendency
of the Chapter 11 case, plaintiffs have been stayed under section 362 of the
Bankruptcy Code from pursuing the claims alleged in the lawsuits against the
Company. John Beletic has filed a motion to dismiss but no discovery has yet
occurred.

    On October 31, 2001, Glenayre filed a motion in the Bankruptcy Court to
modify the automatic stay, to permit (i) Glenayre to terminate its non-exclusive
software licenses with WebLink, 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 principal 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, the parties continued settlement
negotiations. 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, WebLink has agreed to
make monthly license payments to Glenayre in lieu of adequate protection, and
WebLink has received a new maintenance service agreement, software upgrades and
licenses as discussed in detail in the settlement agreement as filed with the
Bankruptcy Court. As further disclosed in the Settlement Agreement, Glenayre has
provided incentives to WebLink to confirm a plan of reorganization which
provides Glenayre with "equal treatment" on a proportionate basis with the
treatment proposed to the prepetition bank credit facility claims.

    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 pendency of the Chapter 11 case, plaintiffs
are stayed under Section 362 of the Bankruptcy Code from pursuing the claims of
the lawsuits.

    Paging subscriber devices are available from a number of manufacturers.
Wireless data subscriber devices have been 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 June 30, 2002, Motorola discontinued manufacturing 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 to SmartSynch. 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"), 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 has
negotiated a deal with PerComm pursuant to which the Company will pay PerComm
$1.2 million as PerComm achieves certain milestones in the development and
production of wireless data devices. The $1.2 million will be credited against
future purchases of devices by the Company when and if such devices become
commercially available from PerComm. In addition, the Company, pursuant to
certain formulas, 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. The Company is currently
negotiating a purchase agreement with SmartSynch. In addition, the Company has
entered into a purchase agreement with Advantra

                                       11
<PAGE>
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 can give no assurance, however, that additional subscriber or
telemetry devices will be developed or will be available to the Company on
acceptable terms.

    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 its 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 an indefinite
life beginning January 1, 2002. No amortization was expensed for the three or
six months ended June 30, 2002 compared to $0.8 million and $1.6 million for the
same periods of 2001.


    The following table adjusts net loss before extraordinary item and net loss
per share before extraordinary item to exclude the amortization of the
narrowband personal communication services licenses as if SFAS 142 had been
adopted as of January 1, 2001) (in thousands, except per share amounts:

<Table>
<Caption>
                                                         Three months ended                     Six months ended
                                                  --------------------------------      --------------------------------
                                                  June 30, 2001      June 30, 2002      June 30, 2001      June 30, 2002
                                                  -------------      -------------      -------------      -------------
<S>                                               <C>                <C>                <C>                <C>
Reported net loss before extraordinary item       $     (33,575)     $     (11,116)     $     (72,897)     $     (18,947)

Amortization                                      $         832      $          --      $       1,663      $          --
                                                  -------------      -------------      -------------      -------------

Adjusted net loss before extraordinary item       $     (32,743)     $     (11,116)     $     (71,234)     $     (18,947)

Reported basic and diluted net loss per share
  before extraordinary item                       $       (0.72)     $       (0.24)     $       (1.57)     $       (0.41)

Amortization per share                            $        0.02      $          --      $        0.03      $          --
                                                  -------------      -------------      -------------      -------------

Adjusted basic and diluted net loss per share
  before extraordinary item                       $       (0.70)     $       (0.24)     $       (1.54)     $       (0.41)
                                                  =============      =============      =============      =============
</Table>


    Intangible assets consisted solely of the narrowband personal communication
services licenses at June 30, 2002 and December 31, 2001 and are recorded at
cost of $133.0 million and accumulated amortization of approximately $10.4
million

    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"). 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


                                       12
<PAGE>


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.

    In July 2002, the FASB issued Statement of Financial Accounting Standards
No. 146, "Accounting for the Costs Associated with Exit or Disposal Activities"
("SFAS 146"). SFAS 146 applies to costs associated with an exit activity
(including restructuring) or with a disposal of long-lived assets. SFAS 146 is
effective prospectively for exit or disposal activities initiated subsequent to
December 31, 2002. The Company is currently evaluating the impact this
pronouncement will have on its future consolidated financial results.

9.  SUBSEQUENT EVENTS

    As discussed in Note 1, on July 15, 2002, the Company filed with the
Bankruptcy Court the Plan and the Disclosure Statement. The adequacy of the
Disclosure Statement was approved by the Bankruptcy Court on July 15, 2002. The
Company's secured lenders and the Official Committee of Unsecured Creditors (the
"Committee") have announced their support of the Plan of reorganization and the
intention to vote in favor of the Plan.

    In order to reduce operating expenses in line with the Company's Plan of
Reorganization and to permit the Company to emerge from bankruptcy, the Company
will, effective August 30, 2002, reduce its workforce by approximately 20%.
These reductions will impact all areas and levels of the Company and will result
in severance costs in the third quarter of 2002 of approximately $1.5 million.


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 and six months ended June 30, 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 2way messaging; changes in regulation by the
Federal Communications Commission ("FCC") and various state regulatory agencies;
potential technical problems relating to the Company's wireless data network;
dependence on key personnel; and limitations imposed by indebtedness that will
be outstanding if the Plan is confirmed by the bankruptcy court.

    CHAPTER 11 FILING

    On May 23, 2001 (the "Petition Date"), WebLink Wireless, Inc. ("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 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 July 15, 2002, the Company filed with the Bankruptcy Court its Second
Amended Plan of Reorganization (the


                                       13
<PAGE>

"Plan") and the Second Amended Disclosure Statement for the Plan of
Reorganization (the "Disclosure Statement"). The adequacy of the Disclosure
Statement was approved by the Bankruptcy Court on July 15, 2002. The Company's
secured lenders and the Official Committee of Unsecured Creditors (the
"Committee") have announced their support of the Plan and the intention to vote
in favor of the Plan.

    There can be no assurance that the Plan will be confirmed under the
Bankruptcy Code. If the Company is unable to obtain confirmation of the Plan,
its creditors or equity security holders may seek other alternatives for the
Company. There can be no assurance that upon consummation of any 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 $7.1 million and $9.6 million operating loss recorded for
the three and six months ended June 30, 2002, respectively. Management expects
consolidated operating losses to continue through 2004.

    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, the number of wireless data units in service
increased to 506,359 as of June 30, 2002. 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


                                       14
<PAGE>

with its traditional and online retailers, sales to consumers through retail
stores will decline dramatically as retailers' existing inventories are
depleted. At June 30, 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.
Debit balances in customer accounts that are canceled will be written off to
allowance for doubtful accounts at the time of cancelation.

    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.

    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 accounting principles generally accepted in the United
States of America ("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 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.

                                       15
<PAGE>

    Units in Service

    The Company had 517,511 wireless data units in service as of June 30, 2001
compared to 506,359 as of June 30, 2002. The Company received its first
shipments of full 2way wireless data devices in February 2000. In July 2000, the
Company added its first units in telemetry. As of June 30, 2002, the Company had
6,836 telemetry units in service included in total wireless data units in
service.

    Net wireless data unit additions for the three months ended June 30, 2001
were 40,399 and net wireless data units decreased by 18,389 units in the three
months ended June 30, 2002. The net decrease in the number of units in service
in the quarter ended June 30, 2002 is due primarily to general market conditions
for wireless data devices and the difficulty in marketing devices while the
Company is in bankruptcy proceedings. In the quarters ended June 30, 2001 and
2002, the average monthly disconnection rate for wireless data units was 3.8%
and 2.8%, respectively.

    Units in service from domestic one-way paging operations were 1,403,625 and
733,702 as of June 30, 2001 and 2002, respectively. The Company's one-way
operations experienced a net decrease of 669,923 units in service from June 30,
2001 to June 30, 2002, as the general market for traditional paging declines.
Unit decreases for the three months ended June 30, 2001 and 2002 were 210,079
and 141,903, respectively. This has been a continued trend since 1998. In the
quarters ended June 30, 2001 and 2002, the one-way paging unit's average monthly
disconnection rate was 5.8% and 6.7%, respectively. Management expects the
significant decline in traditional paging units to continue for the foreseeable
future.

Revenues

     Revenues for the three and six months ended June 30, 2001 were $59.3
million and $122.7 million, respectively, compared to $42.5 million and $87.9
million, respectively, for the three and six months ended June 30, 2002.
Recurring revenues for wireless data for the same periods were $19.6 million and
$36.0 million and $17.9 million and $36.0 million, respectively. Recurring
revenues for traditional paging for the same periods were $34.0 million and
$73.0 million and $20.2 million and $43.3 million, respectively. Revenues from
equipment sales for the same periods were $5.0 million and $12.0 million and
$3.5 million and $6.9 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 $0.8 million and $1.6 million and
$0.9 million and $1.7 million, respectively. ARPU for wireless data was $13.14
for the three months ended June 30, 2001 compared to $11.58 for the same period
in 2002. ARPU for traditional paging for the three months ended June 30, 2001
was $7.50 compared to $8.35 for the same period 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 recorded as an asset until
sold to the consumer. The Company recorded $3.0 million and $0.5 million for
units held in retailers' inventory at June 30, 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 have been 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
$14.8 million and $9.2 million at June 30, 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 and six months ended June 30, 2001
was $6.3 million and $16.4 million,


                                       16
<PAGE>

respectively, compared to $3.9 million and $8.1 million, respectively, for the
three and six months ended June 30, 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 $14.1 million and $8.5
million in deferred cost of equipment associated with SAB 101 as of June 30,
2001 and 2002, respectively, which is recorded as other assets.

Operating Expenses

     Technical expenses were $19.2 million and $38.7 million for the three and
six months ended June 30, 2001 compared to $15.7 million and $31.3 million for
the three and six months ended June 30, 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
and six months ended June 30, 2001 and 2002 were $22.7 million and $45.9 million
and $11.1 million and $20.5 million, respectively. The decrease is due primarily
to reductions in employee and other costs associated with the Company's
restructuring as well as continuing efforts to reduce costs.

    Selling expenses for the three and six months ended June 30, 2001 were $6.9
million and $16.5 million, respectively, compared to $3.2 million and $6.0
million, respectively, for the three and six months ended June 30, 2002. The
primary reasons for the decrease were the closing of sales offices, dramatic
de-emphasis of the retail distribution channel, reduction of the field sales
force and other cost reductions in 2001 and 2002.

    Depreciation and amortization was $20.4 million and $40.6 million and $15.6
million and $31.3 million for the three and six months ended June 30, 2001 and
2002, respectively. The decrease resulted from only spending maintenance levels
in capital expenditures during 2001 and 2002. In addition, the Company is no
longer amortizing the narrowband personal communications services licenses in
accordance with Financial Accounting Standard No. 142 "Goodwill and Other
Intangible Assets." (See Note 8 of the Condensed Consolidated Financial
Statements of the Company.)

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 had 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, $14.3 million was incurred in the first half of
2001 and $298,000 was incurred in the first half 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") and the
15% Senior Discount Exchange Notes due 2005 ("15% Notes"), or 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 and six
months ended June 30, 2002 and 2001 (dollars in millions):



                                       17
<PAGE>



<Table>
<Caption>
                                   CONTRACTUAL INTEREST EXPENSE                             ACTUAL INTEREST EXPENSE
                     Period ended June 30, 2002  Period ended June 30, 2001  Period ended June 30, 2002  Period ended June 30, 2001
                     Three Months    Six Months  Three Months    Six Months  Three Months    Six Months  Three Months    Six Months
                     ------------ -------------  ------------ -------------  ------------ -------------  ------------ -------------
<S>                  <C>            <C>          <C>            <C>          <C>             <C>         <C>             <C>
11 1/4% Notes           $    7.8     $   15.6      $    7.8      $   15.6      $     --       $     --     $    4.5       $   12.3
15% Notes                    7.1         14.2           7.1          14.2            --             --          4.1           11.2
DDIC for 11 1/4%
  & 15% notes                0.3          0.6           0.3           0.5            --             --          0.2            0.4
Vendor financing             0.2          4.8           0.3           0.5           0.2            0.4          0.3            0.5
Amended Credit
  Facility includes
  DDIC                       2.4          0.2           2.3           4.5           2.4            4.8          2.3            4.5
Capital Leases               0.1          0.2           0.1           0.2           0.1            0.2          0.1            0.2
Other                         --           --            --            --            --             --           --             --
                        --------     --------      --------      --------      --------       --------     --------       --------
                        $   18.7     $   37.3      $   17.9      $   35.5      $    2.7       $    5.4     $   11.5       $   29.1
                        ========     ========      ========      ========      ========       ========     ========       ========
</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 bankruptcy reorganization items and
extraordinary item of $32.4 million and $71.7 million for the three and six
months ended June 30, 2001, respectively. The Company sustained losses before
bankruptcy reorganization items and extraordinary item for the three and six
months ended June 30, 2002 of $9.9 million and $16.5 million, respectively.
Bankruptcy reorganization items were $1.2 million for the three and six months
ended June 30, 2001 and $1.2 million and $2.5 million for the three and six
months ended June 30, 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.
In contrast, an extraordinary loss of $0.3 million was recognized in the second
quarter of 2002 for the forgiveness of debt. Including the bankruptcy
reorganization items and the extraordinary gain/loss, the Company's net losses
for the three and six months ended June 30, 2001 and 2002 were $33.6 million,
$72.9 million, $11.4 million and $19.0 million, respectively. 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).



                                       18
<PAGE>


<Table>
<Caption>

                                                                     FOR THE THREE MONTHS ENDED
                                         ---------------------------------------------------------------------------------------
                                          MARCH 31,       JUNE 30,      SEPT. 30,        DEC. 31,      MARCH 31,      JUNE 30,
                                            2001           2001           2001             2001          2002           2002
                                         -----------    -----------    -----------     -----------    -----------    -----------
                                                                             (Unaudited)
<S>                                      <C>            <C>            <C>             <C>            <C>            <C>
RECURRING REVENUES--WIRELESS DATA        $    16,412    $    19,599    $    19,660     $    18,128    $    18,100    $    17,909
RECURRING REVENUES--TRADITIONAL PAGING        39,068         33,961         28,363          26,619         23,163         20,151
Network revenues                                 863            781            769             769            769            926
Equipment revenues                             7,064          4,977          3,225           6,444          3,349          3,510
                                         -----------    -----------    -----------     -----------    -----------    -----------
TOTAL REVENUES                                63,407         59,318         52,017          51,960         45,381         42,496

Cost of equipment sold                        10,050          6,329          4,084           7,552          4,181          3,935
Technical expenses (exclusive of
  depreciation and amortization)              19,540         19,168         17,724          13,729         15,592         15,747
General and administrative (excluding
  amortization of stock compensation)         23,165         22,730         20,230          15,186          9,365         11,100

Selling expenses                               9,513          6,946          6,092           4,215          2,796          3,209
Restructuring charges                            320          2,529          1,951           1,000             --             --
Depreciation and amortization expense         20,240         20,374         17,717          17,165         15,769         15,552
Amortization of stock compensation             2,133          2,133          2,133           1,601            149            149
                                         -----------    -----------    -----------     -----------    -----------    -----------
OPERATING LOSS (EBIT)                    $   (21,554)   $   (20,891)   $   (17,914)    $    (8,488)   $    (2,471)   $    (7,196)
                                         ===========    ===========    ===========     ===========    ===========    ===========

EBITDA (1)                               $     1,139    $     4,145    $     3,887     $    11,278    $    13,447    $     8,505
                                         ===========    ===========    ===========     ===========    ===========    ===========
Other data:
Ending units in service-Wireless Data        477,112        517,511        500,376         508,089        524,748        506,359
Ending units in service-Traditional
  Paging                                   1,613,704      1,403,625      1,193,372       1,028,230        875,605        733,702
ARPU-Wireless Data (2)                   $     13.17    $     13.14    $     12.88     $     11.98    $     11.68    $     11.58
ARPU-Traditional Paging (2)              $      7.49    $      7.50    $      7.28     $      7.99    $      8.11    $      8.35
Cash flow from operating activities      $   (21,669)   $     2,225    $    10,612     $     1,052    $     1,045    $     9,456
Cash flow from investing activities           (9,823)        (1,266)        (1,355)         (1,782)          (225)          (882)
Cash flow from financing activities           30,144           (610)          (353)           (302)          (309)          (625)
</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 (loss),
as an alternative to cash flows from operating activities (as 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 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 Notes 3
and 4 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 $2.4 million and $11.5 million for the three and
six months ended June 30, 2001 and $1.5 million and $2.6 million for the three
and six months ended June 30, 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
unsecured obligation incurred prior to the petition date of May 23, 2001. (See
Note 6 to the Condensed Consolidated Financial Statement of the Company).


                                       19
<PAGE>



    The Company's net cash used by operating activities for the six months ended
June 30, 2001 was $19.4 million compared to net cash provided by operations for
the six months ended June 30, 2002 of $9.6 million. Net cash used in investing
activities was $11.1 million and $979,000 for the six months ended June 30, 2001
and 2002, respectively, and was primarily for capital expenditures. Net cash
provided by financing activities was $29.5 million for the six months ended June
30, 2001 and net cash used in financing activities was $625,000 for the six
months ended June 30, 2002. Net cash provided by financing activities for the
six months ended June 30, 2001 resulted primarily from $25.1 million in
borrowings under the Amended Credit Facility and $5.7 million from borrowings
under the vendor financing arrangement. Net cash used in financing activities
for the six months ended June 30, 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 June
30, 2002, the Company had $8.6 million principal 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 June 30, 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 June 30, 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 June 30, 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 June 30, 2002 was 10.4%.

    As of June 30, 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 $2.0 million under capital lease obligations. As of June 30, 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, but are classified as current maturities of long term
debt at June 30, 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 June 30, 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
and 2002. As a result the Company's cash requirements are currently
significantly lower than requirements of the last several years.


                                       20
<PAGE>


    As of June 30, 2002, the Company had approximately $21.9 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 substantially altered. Although, 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, the Plan, if approved, will result in the
cancellation of all currently outstanding stock without and distribution to the
holders thereof. 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 June 30, 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 June 30, 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.




                                     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 United States 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 of
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
claims against the Company in the fifth lawsuit have been dismissed without
prejudice. The Company believes the lawsuits have no merit. During the pendency
of the Chapter 11 case, plaintiffs


                                       21
<PAGE>


have been stayed under section 362 of the Bankruptcy Code from pursuing the
claims alleged in the lawsuits against the Company. John Beletic has filed a
motion to dismiss but no discovery has yet occurred.

    On October 31, 2001, Glenayre filed a motion in the Bankruptcy Court to
modify the automatic stay, to permit (i) Glenayre to terminate its non-exclusive
software licenses with WebLink, 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 principal 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, the parties continued settlement
negotiations. 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, WebLink has agreed to
make monthly license payments to Glenayre in lieu of adequate protection, and
WebLink has received a new maintenance service agreement, software upgrades and
licenses as discussed in detail in the settlement agreement as filed with the
Bankruptcy Court. As further disclosed in the Settlement Agreement, Glenayre has
provided incentives to WebLink to confirm a plan of reorganization which
provides Glenayre with "equal treatment" on a proportionate basis with the
treatment proposed to the prepetition bank credit facility claims.

    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 WebLink Wireless, Inc.
         during the quarter ended June 30, 2002:

                  Current report on Form 8-K dated April 23, 2002, disclosing
                  under Item 3 "Bankruptcy or Receivership", the filing of the
                  Company's First Amended Plan of Reorganization and a
                  Disclosure Statement for the Plan of Reorganization, which
                  were filed with the Bankruptcy Court on April 23, 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.



AUGUST 16, 2002            BY:  /s/ N. ROSS BUCKENHAM
                              ------------------------------------------------
                           N. ROSS BUCKENHAM
                           CHAIRMAN AND CHIEF EXECUTIVE OFFICER



AUGUST 16, 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 June 30, 2002

  11.2*           Statement regarding computation of per share earnings (loss)
                  for the three months ended June 30, 2001

  11.3*           Statement regarding computation of per share earnings (loss)
                  for the six months ended June 30, 2002

  11.4*           Statement regarding computation of per share earnings (loss)
                  for the six months ended June 30, 2001

  12.1*           Computation of ratio of earnings to fixed charges


  99.1*           Certification of Chief Executive Officer Pursuant to Section
                  906 of Sarbanes-Oxley Act

  99.2*           Certification of Chief Financial Officer Pursuant to Section
                  906 of Sarbanes-Oxley Act
</Table>

*    Filed herewith



                                       24