<PAGE>
 

                       SECURITY AND EXCHANGE COMMISSION
                             WASHINGTON D.C. 20549

                                  FORM 10-Q-A

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

                        For the quarterly period ended
                              September 30, 1998

                 ADAMS OUTDOOR ADVERTISING LIMITED PARTNERSHIP
             (Exact name of registrant as specified in its charter)

                         Commission File No. 333-3338

      Minnesota                                              41-1540241
      (State or other jurisdiction of                        (IRS Employer
      incorporation or organization)                         Identification No.)

                                ---------------

                        ADAMS OUTDOOR ADVERTISING, INC.
            (Exact name of registrant as specified in its charter)

                        Commission File No. 333-3338-01

      Minnesota                                              41-1540245
      (State or other jurisdiction of                        (IRS Employer
      incorporation or organization)                         Identification No.)


                        130 West Paces Ferry Road, N.W.
                             Suite 170, South Wing
                               Atlanta, GA 30327
                   (Address of principal executive offices)

                                (404) 233-1366
             (Registrant's telephone number, including area code)

          Securities Registered Pursuant to Section 12(b) of the Act:
                                     None.

          Securities Registered Pursuant to Section 12(g) of the Act:
                         10 3/4% Senior Notes Due 2006


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
                                      ---   ---

Indicate the number of shares outstanding of each of the issuer's classes of 
common stock, as of the latest practicable date. (Applicable only to Adams 
Outdoor Advertising, Inc.)

Class                  Outstanding as of November 12, 1998
-----                  -----------------------------------
Common Stock,
$.001 par value        10,000

<PAGE>
 
                           Adams Outdoor Advertising
                           Year 2000 MD&A Disclosure

Overview:
--------

The "Year 2000 issue" is a general term used to describe the various problems 
that may result from the improper processing of dates and date-sensitive 
calculations by computers and other machinery as the year 2000 approaches. The 
Year 2000 issue exists because many existing computer systems and software 
products have been written using two digits, rather than four, to define the 
applicable year, thus not properly recognizing dates after December 31, 1999.

Company's State of Readiness:
----------------------------

The Company recognizes the need to ensure that its operations will not be 
adversely impacted by Year 2000 software failures and has therefore undertaken 
the project of identifying and resolving its Year 2000 issues. The Company's 
assessment included both its software and hardware. The Company has identified 
all significant applications that require modification to ensure Year 2000 
compliance and during the second quarter of 1998, Year 2000 compliant versions 
of these programs (primarily financial applications) were installed. The vendor 
upgrades have been tested and certified as Year 2000 compliant by an independent
third party.

In addition, the Company has communicated with others with whom it does 
significant business to determine their Year 2000 Compliance readiness and the 
extent to which the Company is vulnerable to any third party Year 2000 issues. 
However, there can be no guarantee that the systems of other companies on which 
the Company's systems rely will be timely converted, or that a failure to 
convert by another company, or a conversion that is incompatible with the 
Company's systems, would not have a material adverse effect on the Company.

Costs to Address the Company's Year 2000 Issues:
-----------------------------------------------

During 1997 and the first nine months of 1998, the Company incurred
approximately $100,000 and $150,000, respectively in Year 2000 compliance
efforts and estimates of additional costs to complete its Year 2000 compliance
plan are not anticipated to be material to the Company's financial condition or
results of operations.

Risks of the Company's Year 2000 Issues and the Company's Contingency Plans:
---------------------------------------------------------------------------

Based on the results of its review of Year 2000 issues to date and compliance 
efforts completed, the Company does not believe that the Year 2000 issue 
presents a significant risk of disruption of the Company's ability to transact 
business with its major customers and suppliers. Therefore, the Company does not
believe that a contingency plan to handle Year 2000 problems is necessary at 
this time and has not yet developed such a plan. The Company will, however, 
continue to monitor the Year 2000 issues and evaluate the need for a contingency
plan to handle the most reasonably likely worst case Year 2000 scenario.
<PAGE>
 
                                  SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the 
registrants have duly caused this report to be signed on its behalf by the 
undersigned thereunto duly authorized.


Date: February 16, 1999                ADAMS OUTDOOR ADVERTISING
                                       LIMITED PARTNERSHIP
                                   
                                       By Adams Outdoor Advertising, Inc.
                                          Its General Partner
                                   
                                   
                                       By  /s/ J. Kevin Gleason 
                                           -------------------------------------
                                           J. Kevin Gleason
                                           President and Chief Executive Officer
                                   
                                   
                                   
                                       By  /s/ Abe Levine
                                          -------------------------------------
                                          Abe Levine
                                          Chief Financial Officer
                                          (Principal Financial and 
                                           Accounting Officer)
                                   
                                   
                                       ADAMS OUTDOOR ADVERTISING, INC.
                                   
                                   
                                   
                                       By /s/ J. Kevin Gleason
                                          -------------------------------------
                                          J. Kevin Gleason
                                          President and Chief Executive Officer 
                                   
                                   
                                   
                                       By /s/ Abe Levine 
                                          -------------------------------------
                                          Abe Levine
                                          Chief Financial Officer
                                          (Principal Financial and 
                                           Accounting Officer)