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

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

(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, 1998.

|_|   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 1-13002

                           PAGING PARTNERS CORPORATION
        (Exact name of small business issuer as specified in its charter)

         Delaware                                                22-3281446
(State or other jurisdiction of                                (IRS Employer
 incorporation or organization)                              Identification No.)

                              Freehold Office Plaza
                             4249 Route 9N, Bldg. 2
                           Freehold, New Jersey 07728
                    (address of principal executive offices)

                                 (732) 409-7088
                           (Issuer's telephone number)

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

      Check whether the issuer (1) 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 |_|

      State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: 6,308,000 shares of Common
Stock, $.01 par value, were outstanding, as of November 10, 1998

      Transitional Small Business Disclosure Format (check one):

                    Yes |_|                            No |X|
<PAGE>

                                   Form 10-QSB

                                      INDEX

                                                                           Page
                                                                          Number

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

            Condensed Balance Sheets                                         3

            Condensed Statements of Operations                               4

            Condensed Statements of Cash Flows                               5

            Notes to Condensed Financial Statements                          6

Item 2. Management's Discussion and Analysis of Financial Condition
        and Results of Operations                                            7

PART II. OTHER INFORMATION                                                  11

SIGNATURES                                                                  12


                                       2
<PAGE>

                           PAGING PARTNERS CORPORATION

                            CONDENSED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                                        September 30,      December 31,
Assets                                                                                      1998               1997
                                                                                            ----               ----
                                                                                         (Unaudited)
<S>                                                                                     <C>                <C>         
  Current Assets:

    Cash and cash equivalents ....................................................      $    536,000       $    752,000
    Accounts receivable (net of allowances of $46,000 and $61,000) ...............           418,000            522,000
    Inventory ....................................................................           277,000            106,000
    Other current assets .........................................................           129,000            194,000
                                                                                        ------------       ------------
      Total current assets .......................................................         1,360,000          1,574,000

    Property and equipment .......................................................         3,957,000          4,608,000
    Licenses (less accumulated amortization of $874,000 and $775,000).............           442,000            541,000
                                                                                        ------------       ------------
                                                                                        $  5,759,000       $  6,723,000
                                                                                        ============       ============

Liabilities

  Current Liabilities:

    Current maturities of notes payable ..........................................      $    429,000       $    384,000
    Accounts payable and accrued expenses ........................................         1,101,000            989,000
                                                                                        ------------       ------------
      Total current liabilities ..................................................         1,530,000          1,373,000

    Notes payable (less current maturities) ......................................         1,257,000          1,590,000
                                                                                        ------------       ------------
                                                                                           2,787,000          2,963,000
                                                                                        ------------       ------------

    Commitments

Stockholders' Equity

    Common stock, $.01 par value, 20,000,000 shares authorized ...................            63,000             63,000
    Preferred stock, $.01 par value, 1,000,000 shares authorized (none issued) ...               -0-                -0-
    Additional paid-in capital ...................................................        12,650,000         12,643,000
    Accumulated deficit ..........................................................        (9,741,000)        (8,946,000)
                                                                                        ------------       ------------
                                                                                           2,972,000          3,760,000
                                                                                        ------------       ------------

                                                                                        $  5,759,000       $  6,723,000
                                                                                        ============       ============
</TABLE>

See accompanying notes to condensed financial statements.


                                       3
<PAGE>

                           PAGING PARTNERS CORPORATION

                       CONDENSED STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                           Nine months ended Sept. 30,        Three months ended Sept. 30,
                                                          -----------------------------       -----------------------------
                                                             1998              1997              1998               1997
                                                             ----              ----              ----               ----
<S>                                                       <C>               <C>               <C>               <C>        
Revenues:
  Service ..........................................      $ 5,663,000       $ 5,025,000       $ 1,896,000       $ 1,880,000
  Equipment sales ..................................        1,839,000         1,379,000           615,000           601,000
                                                          -----------       -----------       -----------       -----------
                                                            7,502,000         6,404,000         2,511,000         2,481,000
                                                          -----------       -----------       -----------       -----------

Expenses:
  Service ..........................................        3,307,000         2,993,000         1,137,000         1,084,000
  Cost of equipment sold............................        1,897,000         1,516,000           614,000           659,000
  Selling ..........................................          674,000           870,000           210,000           291,000
  Administrative ...................................        1,214,000         1,175,000           386,000           425,000
                                                          -----------       -----------       -----------       -----------
                                                            7,092,000         6,554,000         2,347,000         2,459,000
                                                          -----------       -----------       -----------       -----------
Income  (loss) from operations before
  depreciation and amortization ....................          410,000          (150,000)          164,000           (22,000)
Depreciation and amortization ......................          951,000           855,000           321,000           291,000
                                                          -----------       -----------       -----------       -----------
Loss from operations ...............................         (541,000)       (1,005,000)         (157,000)         (269,000)

Provision for emergency satellite transfer costs ...          100,000               -0-               -0-               -0-
Interest expense ...................................          154,000           141,000            51,000            58,000
                                                          -----------       -----------       -----------       -----------

NET LOSS ...........................................      $  (795,000)      $(1,146,000)      $  (208,000)      $  (327,000)
                                                          ===========       ===========       ===========       ===========

NET LOSS PER COMMON SHARE ..........................      $     (0.12)      $     (0.19)      $     (0.03)      $     (0.05)
                                                          ===========       ===========       ===========       ===========

Weighted average common shares outstanding .........        6,303,000         6,140,000         6,306,000         6,300,000
                                                          ===========       ===========       ===========       ===========
</TABLE>

See accompanying notes to condensed financial statements.


                                       4
<PAGE>

                           PAGING PARTNERS CORPORATION

                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                            Nine months ended Sept. 30,
                                                            ---------------------------
                                                              1998             1997
                                                              ----             ----
<S>                                                         <C>             <C>         
Cash flows from operating activities:
  Net loss ...........................................      $(795,000)      $(1,146,000)
  Adjustments to reconcile net loss to net
    cash provided by operating activities:
      Depreciation and amortization ..................        951,000           855,000
  Changes in operating assets and liabilities ........         77,000           306,000
                                                            ---------       -----------

      Net cash provided by operating activities ......        233,000            15,000
                                                            ---------       -----------

Cash flows used by investing activities:
  Acquisition of property, equipment and licenses ....       (168,000)         (186,000)
                                                            ---------       -----------

Cash flows from financing activities:
  Stock option exercise ..............................          7,000             9,000
  Net proceeds from private equity placement .........            -0-           500,000
  Repayment of notes payable .........................       (288,000)         (104,000)
                                                            ---------       -----------

      Net cash provided (used) by financing activities       (281,000)          405,000
                                                            ---------       -----------

  Net increase (decrease) in cash and cash equivalents       (216,000)          234,000
  Cash and cash equivalents - beginning of period ....        752,000           507,000
                                                            ---------       -----------
  Cash and cash equivalents - end of period ..........      $ 536,000       $   741,000
                                                            =========       ===========

  Supplemental disclosures of cash flow information:
    Cash paid for interest ...........................      $ 162,000       $   140,000
    Common stock issued in exchange for services .....            -0-           120,000
    Debt issued for the purchase of equipment ........            -0-           741,000
</TABLE>

See accompanying notes to condensed financial statements.


                                       5
<PAGE>

                           PAGING PARTNERS CORPORATION

                     NOTE TO CONDENSED FINANCIAL STATEMENTS

1. The Company and basis of presentation:

      The financial statements presented herein as of September 30, 1998 and for
      the nine and three month periods ended September 30, 1998 and 1997 are
      unaudited and, in the opinion of management, include all adjustments
      (consisting only of normal and recurring adjustments) necessary for a fair
      presentation of financial position and results of operations. Such
      financial statements do not include all of the information and footnote
      disclosures normally included in audited financial statements prepared in
      accordance with generally accepted accounting principles. The results of
      operations for the nine and three month periods ended September 30, 1998
      are not necessarily indicative of the results that may be expected for the
      full year ended December 31, 1998. It is suggested that these financial
      statements be read in conjunction with the financial statements and notes
      thereto included in the Company's 1997 Annual Report on Form 10-KSB.

2. Subsequent Event

      On November 6, 1998, the Company entered into a merger agreement with BAP
      Acquisition Corporation ("BAP"). BAP has conducted no operations to date,
      but has agreed to purchase substantially all of the assets of the Paging
      Division of Bell Atlantic prior to or simultaneously with the consummation
      of the merger. After the merger is complete, the current shareholders of
      BAP would own a majority of the Company's stock. The merger is subject to
      the approval of the Company's shareholders and the FCC (regarding transfer
      of the Company's radio paging licenses).


                                       6
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Results Of Operations

      The tables on the following page present certain items in the Company's
statements of operations in dollars and as percentages of total revenues
including changes therein for the nine and three month periods ended September
30, 1998 and 1997. The tables also present certain key operating statistics for
the same periods.

      The increase in the Company's service revenues reflects increases in the
number of (equivalent) units in service offset in part by reduced service
revenue per unit. Service revenue per unit on reseller units has declined due in
part to continued competitive pricing in the industry, offset in part by
increased market penetration on reseller units by the Company of higher (per
unit) revenue alphanumeric messaging. Additionally, the portion of the Company's
revenues generated by transmission-only services has increased. The Company
charges a lower unit price to customers for transmission-only services as the
customers operate their own switching terminal equipment and procure their own
telephone numbers from local exchange carriers and are only using the Company's
radio transmission network. In turn, the Company incurs virtually no incremental
telecommunications, selling, customer service, or capital costs from servicing
these units. Service revenue per unit for transmission-only units has declined
because early customers were alphanumeric information providers who were charged
a fixed monthly fee for use of the Company's systems. Since the Company began
active marketing of transmission-only capability in early 1997, new customers
have mostly added numeric paging units with lower revenue per unit.

      The Company reports its units in service on the basis of "(equivalent)
units in service". Certain of the Company's customers are serviced and billed on
a measurement basis other than one which relates to the number of units in
service. In such case the number of units reported is based upon the monthly
revenue received converted into units at the lowest unit pricing given to any of
the Company's customers for equivalent service. The number of units in service
excludes subscribers receiving AlphaPlus (R) data services but not subscribing
to basic paging services.

      Service cost includes transmission site rentals, telephone interconnect
services, message dispatch costs, and the costs (mostly personnel-related) of
the Company's engineering function. The increases in service costs in 1998 as
compared to 1997 are primarily attributable to increased message dispatch costs
resulting from continued alphanumeric penetration and increased telephone
interconnect costs.

      Equipment sales increased during 1998 as compared to the same periods in
1997 due to new product introductions by the Company's primary supplier
(Motorola) as well as price increases and decreased availability from certain
competitors. The Company continues to sell pagers as an accommodation to
Resellers and not as a source of profit. However, lessened competition has
permitted narrower loss margins on pager sales during 1998 than in previous
years. Management expects this improvement to continue during the remainder of
1998.

      Selling expenses decreased in 1998 as compared to 1997. This reflects
lower promotional expenditures, lower sales commissions due to lower
intra-quarter sales growth, and lower salary expense due to a sales department
reorganization more fully described in the Current Trends section below.

      General and administrative expense increased during 1998 as compared to
1997 as a result of increases in MIS headcount and salaries. However, based on
current needs, management has instituted a modest cutback in administrative
payroll resulting in a reduction of administrative expense in the 1998 third
quarter compared to the same period in 1997.


                                       7
<PAGE>

                           PAGING PARTNERS CORPORATION

                        RESULTS OF OPERATIONS (UNAUDITED)

<TABLE>
<CAPTION>
                                        Nine months ended Sept. 30,   Nine months ended Sept. 30,
                                        ---------------------------   ---------------------------
                                                   1998                            1997                          Chg.
                                                   ----                            ----                          ----
                                             $              %                $              %            $                %
<S>                                      <C>               <C>          <C>                <C>       <C>                <C> 
Revenues:
  Service                                5,663,000         100.0         5,025,000         100.0        638,000          12.7
  Equipment sales                        1,839,000          32.5         1,379,000          27.4        460,000          33.4
                                         ---------         -----        ----------         -----     ----------
  Total Revenues                         7,502,000         132.5         6,404,000         127.4      1,098,000          17.1
  Cost of equipment                      1,897,000          33.5         1,516,000          30.1        381,000          25.1
                                         ---------         -----        ----------         -----     ----------
                                         5,605,000          99.0         4,888,000          97.3        717,000          14.7
                                         ---------         -----        ----------         -----     ----------
Operating expenses:
  Service                                3,307,000          58.4         2,993,000          59.6        314,000          10.5
  Selling                                  674,000          11.9           870,000          17.3       (196,000)        (22.5)
  General and administrative             1,214,000          21.5         1,175,000          23.4         39,000           3.3
                                         ---------         -----        ----------         -----     ----------
                                         5,195,000          91.8         5,038,000         100.3        157,000           3.1
                                         ---------         -----        ----------         -----     ----------

EBITDA                                     410,000           7.2          (150,000)         (3.0)       560,000         373.3
Depreciation and amortization              951,000          16.8           855,000          17.0         96,000          11.2
                                         ---------         -----        ----------         -----     ----------
Loss from operations                      (541,000)         (9.6)       (1,005,000)        (20.0)       464,000          46.2
Interest and other expense                 154,000           2.7           141,000           2.8         13,000           9.2
Emergency satellite transfer costs         100,000           1.8                 0           0.0        100,000            NA
                                         ---------         -----        ----------         -----     ----------
Net loss                                  (795,000)        (14.0)       (1,146,000)        (22.8)       351,000          30.6
                                         ---------         -----        ----------         -----     ----------

Equivalent Units (Sept. 30)
  Reseller                                 119,000                         103,000                       16,000          15.5
  Transmission only                         59,000                          39,000                       20,000          51.3
                                         ---------                      ----------                   ----------
                                           178,000                         142,000                       36,000          25.4
                                         ---------                      ----------                   ----------
Avg. monthly (per unit) service
  revenue
  Reseller                                   $5.04                           $5.71                       ($0.67)        (11.7)
  Transmission only                          $0.96                           $1.72                       ($0.76)        (44.2)

<CAPTION>
                                        Three months ended Sept. 30,  Three months ended Sept. 30,
                                        ----------------------------  ----------------------------
                                                   1998                            1997                          Chg.
                                                   ----                            ----                          ----
                                             $              %                $              %            $                %
<S>                                      <C>               <C>          <C>                <C>       <C>                <C> 
Revenues:
  Service                                1,896,000         100.0         1,880,000         100.0         16,000           0.9
  Equipment sales                          615,000          32.4           601,000          32.0         14,000           2.3
                                         ---------         -----        ----------         -----     ----------
  Total Revenues                         2,511,000         132.4         2,481,000         132.0         30,000           1.2
  Cost of equipment                        614,000          32.4           659,000          35.1        (45,000)         (6.8)
                                         ---------         -----        ----------         -----     ----------
                                         1,897,000         100.0         1,822,000          96.9         75,000           4.1
                                         ---------         -----        ----------         -----     ----------
Operating expenses:
  Service                                1,137,000          60.0         1,084,000          57.7         53,000           4.9
  Selling                                  210,000          11.1           291,000          15.4        (81,000)        (27.8)
  General and administrative               386,000          20.3           425,000          22.6        (39,000)         (9.2)
                                         ---------         -----        ----------         -----     ----------
                                         1,733,000          91.4         1,800,000          95.7        (67,000)         (3.7)
                                         ---------         -----        ----------         -----     ----------

EBITDA                                     164,000           8.6            22,000           1.2        142,000         645.4
Depreciation and amortization              321,000          16.9           291,000          15.5         30,000          10.3
                                         ---------         -----        ----------         -----     ----------
Loss from operations                      (157,000)         (8.3)         (269,000)        (14.3)       112,000          41.6
Interest and other expense                  51,000           2.7            58,000           3.1         (7,000)        (12.1)
Emergency satellite transfer costs               0           0                   0           0                0            NA
                                         ---------         -----        ----------         -----     ----------
Net loss                                  (208,000)        (11.0)         (327,000)        (17.4)      (119,000)        (36.4)
                                         ---------         -----        ----------         -----     ----------

Equivalent Units (Sept. 30)
  Reseller                                 119,000                         103,000                       16,000          15.5
  Transmission only                         59,000                          39,000                       20,000          51.3
                                         ---------                      ----------                   ----------
                                           178,000                         142,000                       36,000          25.3
                                         ---------                      ----------                   ----------
Avg. monthly (per unit) service revenue
  Reseller                                   $4.90                           $5.83                       ($0.93)        (16.0)
  Transmission only                          $0.94                           $1.25                       ($0.31)        (24.8)
</TABLE>


                                       8
<PAGE>

      EBITDA reflects the Company's earnings (excluding interest and
non-operating items) before taxes, depreciation and amortization and measures
the Company's operating cash flows, which the Company considers to be a
significant measure of performance. EBITDA is commonly used in the paging
industry and by financial analysts and others who follow the industry to measure
operating performance, but should not be considered in isolation or as an
alternative to measures of operating performance or cash flows pursuant to
generally accepted accounting principles. EBITDA improved significantly during
1998 as compared to the same period in 1997 reflecting the fact that the
increase in service revenue exceeded the resulting increase in cost of service.
Now that the Company's paging systems are built-out, increases in service
revenues should not result in proportional increases in operating expenses.

      Interest expense primarily reflects the Company's equipment financing with
Motorola and has increased as a result of the Metro System upgrade described
below.

      Depreciation increased as the Company put into service equipment purchased
for the final portion of the Corridor System as well as the Metro System upgrade
described below.

      Net loss decreased consistent with the improvement in EBITDA noted above,
partially offset by increased depreciation and interest expense and by the
emergency satellite transfer costs described below.

Emergency Satellite Transfer Costs

      The Company relies on a satellite for dissemination of its paging signal
from its paging hub in Freehold, New Jersey to its network of over 240 radio
transmitters in the Eastern United States. On the evening of May 19, 1998, the
unprecedented sudden failure of the Galaxy IV satellite used by the Company (as
well as most other large paging carriers) caused the suspension of paging
service. Within 24 hours, the Company made a successful transition to an
alternate satellite (SBS-6) on which it had previously reserved backup time.
However, the Company had to engage subcontractors to reorient the satellite
receiver on each transmission tower to receive radio signals from the new
satellite. The Company made a provision of $100,000 in the quarter ended June
30, 1998 to cover the costs of these realignments.

Current Trends

      Service revenue increased only modestly in the nine months ended September
30, 1998 compared to the previous nine months (ended December 31, 1997) due to a
reduction in alphanumeric and message dispatch units and revenue. Management
believes that a significant factor in such reduction was a new per-call charge
instituted in October 1997 under the Telecommunications Act of 1996 for calls to
toll-free numbers made from pay phones. This charge has disrupted the cost
structures of the Company's message dispatch providers which either have had to
absorb the cost (approximately $.30 per call) or pass it on to the Company which
would likely, in turn, seek to pass it on to the Company's resellers (and
ultimately to end users). Rather than elect to absorb the new cost without
knowing whether it could successfully be recovered from end-users, the Company,
with its major dispatch providers, has determined to block calls originating
from pay phones to the toll free numbers maintained by the dispatch providers to
receive messages for end users. The inability to receive messages from callers
using pay phones may have caused some end-users to stop obtaining message
dispatch (and possibly numeric and alphanumeric) service from the Company's
resellers.

      Additionally, in an effort to reduce the impact of the new per call
charge, certain of the Company's dispatchers switched long distance carriers or
made programming changes to their internal switches. In some cases this may have
interfered with the quality of service provided to the Company's end-users,
which may have caused them to seek an alternative service provider.

      Consistent with an industry-wide trend, revenue growth from numeric
display paging slowed during the first nine months of 1998. In addition,
although the Company's "churn" rate (the monthly ratio of service disconnects to
total units serviced) is not directly comparable to that of paging companies
which do not rely upon resellers, the Company has experienced an increased churn
rate as compared to prior years.


                                       9
<PAGE>

      The paging industry experienced substantial consolidation during 1997 as
well as announcements of additional transactions during 1998. There have also
been significant management changes at many of the larger companies in the
industry. In response to investor dissatisfaction, management at several major
paging companies announced their intention to shift from a price competitive
strategy intended to increase subscriber base, towards a strategy intended to
increase operating margins.

      In an effort to capitalize on any opportunity that may result from its
competitors' strategy shifts and offset the impact of the negative trends
discussed above, the Company has made several changes in how it markets its
services and supports its resellers and, in turn, end-users. The Company has
restructured its salaried sales force into regional teams, emphasizing field
representatives for major reseller solicitations and less costly internal
support personnel servicing existing resellers and soliciting increased business
from smaller accounts. This has reduced churn while enabling the Company to
increase market share with its current reseller base. The Company has also
recently introduced several attractively priced service bundles and now offers
E-mail based messaging on alphanumeric (text) pagers.

      Senior management continues to solicit large, established resellers and
carriers for transmission-only service. Although the Company's per unit revenues
for such service are lower, the Company incurs no incremental costs and the
Company is partnered with organizations having the financial and management
strength to purchase and maintain their own paging terminals.

Liquidity and Capital Resources

      By relying primarily upon resellers to build its subscriber base, the
Company has been able to avoid many of the expenses associated with the
solicitation and servicing of subscribers. Nevertheless, the construction and
initial operation and marketing of a paging system requires substantial
expenditures which can only be recouped, if at all, from the subsequent
operation of the system. At this point, the Company anticipates that it will
from time to time make substantial capital expenditures to upgrade its Systems
to assure that they remain technologically current, but the level of such
expenditures should be less than those associated with the initial construction
of its Systems. During 1997, the Company incurred approximately $750,000 of net
capital expenditures, primarily for technological upgrades of the Metro System,
substantially all of which was financed by Motorola. During the first nine
months of 1998, the Company incurred $168,000 of capital expenditures and
expects such spending to remain at or below such levels for the balance of 1998.

      During 1998, the Company's revenues have not grown sufficiently to enable
the Company to meet certain covenants in its Loan Agreement with Motorola, as
amended. However, in light of the Company's continued financial progress, in
particular the fact that if the Company continues its present trends it will be
generating sufficient cash from operations to meet its scheduled Motorola debt
payments, Motorola is considering the Company's request that Motorola revise its
loan covenants to avoid future violations and waive past ones.

Subsequent Events

      On November 6, 1998, the Company agreed to merge with BAP Acquisition
Corporation ("BAP"). BAP has had no operations to date, but has agreed to
purchase substantially all the paging assets of Bell Atlantic prior to or
simultaneous with the consummation of the merger. After the merger is complete,
the current shareholders of BAP would own approximately 58.5% of the Company"
common stock. The merger is subject to the approval of the Company" shareholders
as well as FCC approval of the transfer of the Company's radio (paging)
licenses. In connection with this agreement, Motorola has agreed to waive any
past or future covenant violations occurring prior to merger.

      The BAP asset purchase from Bell Atlantic is being financed by a blend of
senior debt, seller financing, and equity. Based on the individual performances
of the Bell Atlantic paging business and the Paging Partners business,
management believes that the combined entity should generate sufficient
operating cash flow to finance its combined debt service and capital
expenditures with funds left over for acquisitions or early debt retirement.


                                       10
<PAGE>

      The ability of the Company to achieve the financial results reflected in
the discussions above is dependent upon future uncertainties and factors that
could cause actual results to differ, in some cases materially, from
expectations. Among the factors that impact the Company's results are the level
of price competition in the paging industry, the rate of technological change in
the wireless industry, the performance of the Company's systems, changes in
regulations applicable to the paging industry and the Company's ability to
complete the merger described above.

PART II. OTHER INFORMATION

      Item 6. Exhibits and Reports on Form 8-K

            (a)   Exhibit 27 - Financial Data Schedule

            (b)   On November 6, 1998, the Company filed a Form 8-K reporting
                  the execution of the Agreement and Plan of Merger with BAP.


                                       11
<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.

                                      PAGING PARTNERS CORPORATION


                                      /s/ Jeffrey M. Bachrach
                                      ----------------------------------------
Dated: November 13, 1998              By: Jeffrey M. Bachrach
                                          Vice President and Principal Financial
                                          and Accounting Officer

                                       12