<PAGE>
 
                                   FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                            WASHINGTON, D. C.  20549

(Mark One)

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

      For the quarterly period ended               September 30, 1996
                                    -------------------------------------------

                                       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 Number                             0-13716
                                   -------------------------------------------
 
 
                        NORTH PITTSBURGH SYSTEMS, INC.
       -----------------------------------------------------------------
            (Exact name of registrant as specified in its charter)


         Pennsylvania                                   25-1485389
     --------------------                            ----------------
 (State or other jurisdiction of            (I.R.S. Employer Identification No.)
 incorporation or organization)


             4008 Gibsonia Road, Gibsonia, Pennsylvania 15044-9311
--------------------------------------------------------------------------------
                     (Address of principal executive offices)
                                   (Zip Code)

 
                                 412 443-9600
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)


 
                                   No Change
--------------------------------------------------------------------------------
   (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, and (2) has been subject to such filing
requirements for the past 90 days.
                         YES     X        NO 
                             --------        -----------          


                      APPLICABLE ONLY TO CORPORATE USERS:

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

                            Common Stock Outstanding
                            ------------------------

At October 29, 1996, the Registrant had 15,040,000 shares of common stock
outstanding, par value $.15625 per share, the only class of such stock issued.
<PAGE>
 
                                     PART I
                                     ITEM 1
                              FINANCIAL STATEMENTS
                NORTH PITTSBURGH SYSTEMS, INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)
                     (Thousands - Except Per Share Amounts)
<TABLE>
<CAPTION>
 
                                                       For the Three Months   For the Nine Months
                                                        Ended September 30    Ended September  30
                                                       --------------------   -------------------
                                                         1996       1995      1996         1995
                                                       --------   --------  --------  ------------
<S>                                                    <C>        <C>        <C>      <C>
Operating revenues:                                                                   
    Local network services                              $ 2,184    $ 1,866   $ 6,360  $      5,533
    Long distance and access services                    10,370      9,964    31,143        29,123
    Directory advertising, billing & other services         561        531     1,647         1,586
    Telecommunication equipment sales                       750        592     2,194         1,550
    Other operating revenues                              1,387        490     3,482         1,197
                                                       --------   --------  --------  ------------
                                                                                      
        Total Operating Revenues                         15,252     13,443    44,826        38,989
                                                       --------   --------  --------  ------------
                                                                                      
Operating expenses:                                                                   
   Depreciation and amortization                          2,385      2,137     7,032         5,991
   Network and other operating expenses                   6,888      5,575    19,412        15,752
   State and local taxes                                    613        535     1,898         1,671
   Telecommunication equipment expenses                     616        496     1,910         1,370
                                                       --------   --------  --------  ------------
        Total Operating Expenses                         10,502      8,743    30,252        24,784
                                                       --------   --------  --------  ------------
   Net Operating Revenues                                 4,750      4,700    14,574        14,205

Other expense (income), net:                                                          
   Interest expense                                         386        399     1,166         1,200
   Interest income                                         (186)      (225)     (581)         (800)
   Sundry expense (income), net                            (302)        72      (214)          150
                                                       --------   --------  --------  ------------
                                                           (102)       246       371           550
                                                       --------   --------  --------  ------------
        Earnings before income taxes                      4,852      4,454    14,203        13,655

Income taxes:                                                                         
    Current                                               1,973      1,851     5,648         5,542
    Deferred                                                  -          -         -             -
                                                       --------   --------  --------  ------------
                                                          1,973      1,851     5,648         5,542
                                                       --------   --------  --------  ------------
        Net earnings                                    $ 2,879    $ 2,603   $ 8,555  $      8,113
                                                       ========   ========  ========  ============
Average common shares outstanding                        15,040     15,040*   15,040        15,040*
                                                       ========   ========  ========  ============
Earnings per share of common stock                         $.19       $.17*     $.57          $.54*
                                                       ========   ========  ========  ============
Dividends per share of common stock                        $.13       $.12*     $.39          $.36*
                                                       ========   ========  ========  ============
 
</TABLE>
        *Adjusted for a two-for-one stock split effective May 22, 1996.

See accompanying notes to condensed consolidated financial statements.

                                       1
<PAGE>
 
                NORTH PITTSBURGH SYSTEMS, INC. AND SUBSIDIARIES

                    CONSOLIDATED BALANCE SHEETS (UNAUDITED)
                             (Thousands of Dollars)
<TABLE>
<CAPTION>
           ASSETS                                                       Sept. 30  Dec. 31
           ------                                                         1996      1995
                                                                        --------  --------
<S>                                                                     <C>       <C>
Current Assets:
    Cash and temporary investments                                      $ 12,040  $  9,359
    Marketable securities available for sale                                 894     1,593
    Marketable securities held to maturity                                 2,046     6,569

    Accounts receivable:
       Customers                                                           4,175     3,725
       Access service settlements and other                                6,085     5,120
    Inventories of construction and operating materials and
       supplies                                                            3,122     2,381
    Prepaid taxes                                                             87         -
                                                                        --------  --------
              Total current assets                                        28,449    28,747
                                                                        --------  --------
Property, plant and equipment:
   Telephone plant in service:
       Land                                                                  511       461
       Buildings                                                          11,251     8,943
       Equipment                                                         103,428    97,334
   Miscellaneous physical property                                            70        48
                                                                        --------  --------
                                                                         115,260   106,786
   Less accumulated depreciation and amortization                         58,376    52,675
                                                                        --------  --------
                                                                          56,884    54,111
   Construction in progress                                                6,181     4,505
                                                                        --------  --------
              Total property, plant and equipment, net                    63,065    58,616

Investments                                                                4,688     3,876
Deferred financing costs                                                     850     1,159
Prepaid pension cost                                                       1,081       689
Other assets                                                               1,234     3,069
                                                                        --------  --------
                                                                        $ 99,367  $ 96,156
                                                                        ========  ========
          LIABILITIES AND SHAREHOLDERS' EQUITY
          ------------------------------------
Current liabilities:
    Current portion of long-term debt                                   $    744  $    702
    Accounts payable                                                       5,500     6,337
    Accrued interest                                                         117       123
    Dividend payable                                                       1,955     1,805
    Taxes other than income taxes                                            507       610
    Accrued vacation                                                         673       673
    Other liabilities                                                      1,857       404
    Federal and state income taxes                                           689       291
                                                                        --------  --------
              Total current liabilities                                   12,042    10,945
                                                                        --------  --------
Long-term debt                                                            21,129    21,694

Unamortized investment tax credits                                           394       470
Deferred income taxes                                                      5,579     5,670
Postretirement benefits                                                    4,433     4,250
Other liabilities                                                          1,705     1,600

Shareholders' equity:
        Capital stock/Common stock                                         2,350     2,350
        Capital in excess of par value                                     2,215     2,215
        Retained earnings                                                 49,503    46,814
        Unrealized gain (loss) on available for sale securities, net          17       148
                                                                        --------  --------
              Total shareholders' equity                                  54,085    51,527
                                                                        --------  --------
                                                                        $ 99,367  $ 96,156
                                                                        ========  ========
</TABLE>
          See accompanying notes to condensed consolidated financial statements.

                                       2
<PAGE>
 
                NORTH PITTSBURGH SYSTEMS, INC. AND SUBSIDIARIES
 
               CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                            (Thousands of Dollars)

<TABLE>
<CAPTION>
                                                                          For the Nine Months
                                                                          Ended September  30
                                                                          -------------------
                                                                            1996       1995
                                                                          --------   --------
<S>                                                                       <C>        <C>
Cash from operating activities:
       Net earnings                                                       $  8,555   $  8,113
       Adjustments to reconcile net earnings to net cash from
             operating activities:
 
             Depreciation and amortization                                   7,045      5,786
             Equity (income) losses of affiliated companies                   (274)       (41)
             Provision for postretirement benefits other than pensions         183        146
             Investment tax credit amortization                                (76)      (113)
             Deferred income taxes                                               -          -
             Changes in assets and liabilities:
                Accounts receivable                                         (1,415)    (1,985)
                Inventories of construction and operating materials &
                  supplies                                                    (742)       (65)
                Prepaid federal and state taxes                                (87)      (130)
                Accounts payable                                              (837)     1,184
                Taxes other than income taxes                                 (103)      (276)
                Other liabilities and accrued interest                       1,552         33
                Federal and state income taxes                                 398        344
                Deferred financing costs, prepaid pension costs
                  and other assets                                           1,752       (112)
                Other, net                                                    (106)        26
                                                                          --------   --------
                   Total adjustments                                         7,290      4,797
                                                                          --------   --------
                   Net cash from operating activities                       15,845     12,910
                                                                          --------   --------
 
Cash used for investing activities:
      Expenditures for property and equipment                              (11,785)   (12,348)
      Net salvage on retirements                                               277         87
                                                                          --------   --------
                   Net capital additions                                   (11,508)   (12,261)
                                                                          --------   --------
Purchase of marketable securities held to maturity                            (454)    (5,211)
Proceeds from redemption of marketable securites held to maturity            4,927      4,376
Purchase of marketable securities available for sale                          (322)      (732)
Proceeds from sale of marketable securities available for sale                 970      1,245
Investments in affiliated entities                                            (538)       235
                                                                          --------   --------
                    Net cash used for investing activities                  (6,925)   (12,348)
                                                                          --------   --------
 
Cash used for financing activities:
       Cash dividends                                                       (5,716)    (5,264)
       Retirement of debt                                                     (523)      (491)
                                                                          --------   --------
                    Net cash used for financing activities                  (6,239)    (5,755)
                                                                          --------   --------
 
Net (decrease) increase in cash and temporary investments                    2,681     (5,193)
 
Cash and temporary investments at beginning of period                        9,359     14,779
                                                                          --------   --------
Cash and temporary investments at end of period                           $ 12,040   $  9,586
                                                                          ========   ========
Interest paid                                                             $  1,094   $  1,150
                                                                          ========   ========
Income taxes paid                                                         $  5,340   $  5,813
                                                                          ========   ========
</TABLE>
          See accompanying notes to condensed consolidated financial statements.

                                       3
<PAGE>
 
                NORTH PITTSBURGH SYSTEMS, INC. AND SUBSIDIARIES
              NOTE TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


(1) GENERAL
    -------

        The condensed consolidated financial statements included herein have
        been prepared by the Registrant, without audit, pursuant to the rules
        and regulations of the Securities and Exchange Commission. Consolidated
        herein are the financial results of the Registrant's wholly-owned
        subsidiaries, North Pittsburgh Telephone Company (North Pittsburgh),
        Penn Telecom, Inc., Pinnatech, Inc. (Pinnatech) and Management
        Consulting Solutions, Inc. (MCSI). Certain information and footnote
        disclosures normally included in financial statements prepared in
        accordance with generally accepted accounting principles have been
        condensed or omitted pursuant to such rules and regulations.
        Nevertheless, the Registrant believes that its disclosures herein are
        adequate to make the information presented not misleading and, in the
        opinion of management, all adjustments (which consisted only of normal
        recurring accruals) necessary to present fairly the results of
        operations for the interim periods have been reflected. It is suggested
        that these condensed consolidated financial statements be read in
        conjunction with the financial statements and the notes thereto included
        in the Registrant's latest annual report to the Securities and Exchange
        Commission on Form 10-K.


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


1.  Financial Condition
    -------------------

    (a) General
        -------

        There were no material changes in the Registrant's consolidated general
        financial condition from the end of its preceding fiscal year on
        December 31, 1995 to September 30, 1996, the end of the nine-month
        period reported herein.

    (b) Liquidity and Capital Resources
        -------------------------------

        Consolidated capital expenditure commitments for the purchase and
        installation of communications and other equipment at September 30, 1996
        amounted to approximately $2,889,932 with such amount being part of the
        1996 Construction Program. Funds for financing construction expenditures
        in the nine-month period ended September 30, 1996 were generated from
        internal sources. Based on its 1996 construction budget, preliminary
        construction budget for 1997 and projected cash flows, North Pittsburgh
        anticipates financing all of its telephone plant construction in 1996
        from cash reserves and internally generated funds. Beginning in the
        second quarter of 1997, a portion of the funds used for construction are
        expected to be obtained from new debt financing from the Rural Utilities
        Service. Terms and conditions of the new loan are expected to be
        finalized late in the fourth quarter of 1996. At September 30, 1996,
        construction work in progress was $6,180,974. An additional $8,006,366
        will be expended to complete these projects.

        The Registrant and its subsidiaries have not experienced any difficulty
        in the past meeting either long-term or short-term cash commitments.
        Cash flow generated through regular operations has been adequate to not
        only finance a significant portion of the capital requirements of the
        Registrant as discussed in the previous paragraph but also to meet
        principal and interest payments on long-term debt and all working
        capital requirements. It is anticipated that future long-term interest
        and principal payments will be made from the same source of internally
        generated funds.

                                       4
<PAGE>
 
(c)     Regulatory/Competition
        ----------------------

        The Federal Communications Commission (FCC) continues to work on
        Rulemakings that will spell out the specifics of the Telecommunications
        Act of 1996 (1996 Act) and the Pennsylvania Public Utility Commission
        (PA PUC) must then choose a course of action to fully implement the 1996
        Act, or to the extent possible and permissible, change the manner in
        which such regulations are implemented in Pennsylvania before the impact
        on North Pittsburgh, a Rural Telephone Company under the 1996 Act, can
        be fully understood and measured. However, the clear intent of the 1996
        Act is to open up the local exchange market to competition. This appears
        to mandate, among other items, that North Pittsburgh, at some point in
        time, permit the resale of its service at wholesale rates, provide
        number portability if feasible, provide dialing parity, provide
        interconnection to any requesting carrier for the transmission and
        routing of telephone exchange service and exchange access and provide
        access to network elements.

        The 1996 Act, FCC and PA PUC regulatory proceedings and the thrust
        towards a fully competitive marketplace have created some uncertainty in
        respect to the levels of North Pittsburgh's revenue growth in the
        future. However, its unique location in a growing commercial/residential
        suburban traffic corridor to the north of the City of Pittsburgh, its
        state-of-the-art switching transmission and transport facilities and its
        extensive fiber network place North Pittsburgh in a solid position to
        meet competition and minimize any loss of revenues. In addition, North
        Pittsburgh continues to make its network flexible and responsive to the
        needs of its customers to meet competitive threats. New services, access
        line growth and anticipated usage growth will lessen or offset any
        reductions in North Pittsburgh's revenue sources.

 2.     Results of Operations
        ---------------------

        Total operating revenues increased $5,837,000 (15.0%) in the nine-month
        period ended September 30, 1996 over the comparable period in 1995. This
        change was due to increases in long distance and access services of
        $2,020,000 (6.9%), local network services of $827,000 (15.0%),
        telecommunication equipment sales of $644,000 (41.6%) and other
        operating revenues of $2,285,000 (190.9%). Higher long distance and
        access service revenues were generally the result of an increase in the
        number of customers and in minutes of use. Increased local network
        service revenues were attributable to customer growth. The increase in
        telecommunication equipment sales reflects an increase in the number of
        systems sold in 1996 as compared to 1995. The increase in other
        operating revenues is the direct result of start-up business activities
        of Pinnatech and MCSI.

        Total operating expenses for the nine-month period ended September 30,
        1996, increased $5,468,000 (22.1%) over the preceding year. That change
        is principally the result of an increase in network and other operating
        expenses of $3,660,000 (23.2%), an increase in depreciation and
        amortization of $1,041,000 (17.4%), and an increase in telecommunication
        equipment expenses of $540,000 (39.4%). Approximately 96% of the
        increase in network and other operating expenses is the direct result of
        start-up activities of Pinnatech and MCSI. The increase in depreciation
        and amortization is due to a change in the lives of equipment and asset
        growth. The increase in telecommunication equipment expenses is related
        to the increase in equipment sales discussed above. The increase in
        total operating revenues discussed above coupled with the increase in
        total operating expenses resulted in a 2.6% increase in net operating
        revenues in 1996 as compared to the same period in 1995.

        Interest income decreased $219,000 primarily due to decreased levels of
        investment in such instruments. The net increase in Sundry income (non-
        operating) of $364,000 is due to a one-time increase in realized gains
        on the sale of securities of $129,000 and increases in cellular
        partnership income of $232,000 in 1996 as compared to 1995.

                                       5
<PAGE>
 
        The increase in net operating revenues for the nine-month period ended
        September 30, 1996, in conjunction with the increase in Sundry income,
        net, resulted in an increase of $548,000 (4.0%) in earnings before
        income taxes.

        Fluctuations in the revenues and expenses for the three-month period
        ended September 30, 1996 as compared to the same quarterly period in
        1995 are generally attributable to the same reasons above in the year-
        to-date comparisons.


                                    PART II
                               OTHER INFORMATION



Item 6.    Exhibits and Reports on Form 8-K
------     --------------------------------

           (a) Exhibits - Exhibit Index for Quarterly Reports on Form 10-Q.
               --------                                                    
<TABLE>
<CAPTION>
 
 Exhibit
  Number                     Subject                                       Applicability
----------                   -------                                       -------------
<S>                          <C>                                           <C>
 
  (2)                        Plan of acquisition, reorganization,           Not Applicable
                             arrangement, liquidation or
                             succession
 
  (3) (i)                    Articles of                                    Provided in
                             Incorporation                                  Quarterly Report
                                                                            on Form 10-Q for the
                                                                            quarter ended June 30, 1996
                                                                            and Incorporated Herein
                                                                            by Reference.
 
  (3) (ii)                   By-Laws                                        Provided in
                                                                            Quarterly Report
                                                                            on Form 10-Q for the
                                                                            quarter ended 
                                                                            June 30, 1996
                                                                            and Incorporated Herein
                                                                            by Reference.
 
  (4)                       Instruments defining the rights of              Provided in Registration of
                            security holders including indentures           Securities of Certain
                                                                            Successor Issuers on Form  8-B
                                                                            filed on June 25, 1985 and
                                                                            Incorporated Herein by
                                                                            Reference.
 
  (10)                       Material Contracts                             Not Applicable
 
  (11)                       Statement re computation of per                Attached Hereto
                             share earnings
 
  (15)                       Letter re unaudited interim financial          Not Applicable
                             information
 
  (18)                       Letter re change in  accounting                Not Applicable
                             principles
 
  (19)                       Report furnished to security holders           Not Applicable
 
  (22)                       Published report regarding matters             Not Applicable
                             submitted to a vote of security holders
 
  (23)                       Consents of experts and counsel                Not Applicable
 
</TABLE>

                                       6
<PAGE>
 
<TABLE>
<CAPTION>
 
 
<S>                          <C>                                            <C>
 (24)                        Power of attorney                              Not Applicable
 
 (27)                        Financial Data Schedule                        Attached Hereto
 
 (99)                        Additional exhibits                            Not Applicable
 
</TABLE>

  (b)  Reports on Form 8-K - No reports on Form 8-K were filed during the 
       -------------------                              
       quarter ended September 30, 1996.



                                   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.

                                          NORTH PITTSBURGH SYSTEMS, INC.
                                          ------------------------------
                                          (Registrant)



   Date  November 1, 1996                  /s/ G. A. Gorman
       --------------------                -------------------------------------
                                           G. A. Gorman, President


   Date  November 1, 1996                  /s/ A. P. Kimble
       --------------------                -------------------------------------
                                           A. P. Kimble, Vice President,
                                           Secretary & Treasurer

                                       7