UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

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

                                    FORM 10-Q

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

For the quarterly period ended March 31, 2000.

                                       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 000-23387

                                 TELIGENT, INC.

             (Exact Name of Registrant as Specified in its Charter)


                   DELAWARE                              54-1866562
       (State or Other Jurisdiction of      (I.R.S. Employer Identification No.)
        Incorporation or Organization)

               8065 LEESBURG PIKE
                   SUITE 400
                VIENNA, VIRGINIA                            22182
   (Address of Principal Executive Offices)              (Zip Code)

        Registrant's Telephone Number, Including Area Code: 703.762.5100

         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 [_].

The number of shares  outstanding of each of the registrant's  classes of common
stock as of May 9, 2000 was as follows:

                   Common Stock, Class A                      38,123,727
                   Common Stock, Class B                      21,260,610
<PAGE>
                                TABLE OF CONTENTS

PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

         Condensed Consolidated Balance Sheets -
            As of March 31, 2000 (unaudited) and December 31, 1999            3

         Unaudited Condensed Consolidated Statements of Operations -
            for the three months ended March 31, 2000 and 1999                4

         Unaudited Condensed Consolidated Statements of Cash Flows -
            for the three months ended March 31, 2000  and 1999               5

         Notes to Unaudited Condensed Consolidated Financial Statements       6

Item 2.  Management's Discussion and Analysis of Financial Condition and
            Results of Operations                                             9

Item 3.  Quantitative and Qualitative Disclosure About Market Risk           13

PART II. OTHER INFORMATION

Item 2.  Changes in Securities and Use of Proceeds                           14

Item 6.  Exhibits and Reports on Form 8-K                                    14

SIGNATURES

EXHIBIT INDEX
<PAGE>

                                 TELIGENT, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (In thousands)

                                                     March 31,      December 31,
                                                       2000             1999
                                                  -------------    -------------
 Assets                                             (Unaudited)
 Current assets:
     Cash and cash equivalents                    $    144,782      $  440,293
     Short-term investments                            141,152         116,610
     Accounts receivable, net of allowance
      for doubtful accounts of $5,219 and
      $2,503, respectively                              16,683          12,673
     Prepaid expenses and other current assets          17,156          17,914
     Restricted cash and investments                    38,700          38,224
                                                  ------------     -----------
       Total current assets                            358,473         625,714

 Property and equipment, net of accumulated
     depreciation of $73,392 and $56,404,
     respectively                                      476,134         402,989

 Intangible assets, net of accumulated
     amortization of $19,422 and $15,979,
     respectively                                      102,716          96,426
 Other assets                                           32,970           6,714
                                                  ------------     -----------
       Total assets                               $    970,293      $1,131,843
                                                  ============     ===========

 Liabilities and Stockholders' Deficit
 Current liabilities:

     Accounts payable                             $    51,823       $   46,994
     Accrued trade liabilities                        155,917          192,145
     Accrued interest and other                        42,832           43,869
                                                  -----------      -----------
       Total current liabilities                      250,572          283,008

 Long-term debt                                       817,554          808,799
 Other noncurrent liabilities                           3,427            3,165

 Series A preferred stock                             489,073          478,788

 Commitments and contingencies

 Stockholders' deficit:
     Common stock                                         553              547
     Additional paid-in capital                       526,938          519,607
     Accumulated deficit                           (1,117,824)        (962,071)
                                                  ------------     -----------
       Total stockholders' deficit                   (590,333)        (441,917)
                                                  ------------     -----------

     Total liabilities and stockholders' deficit  $   970,293       $1,131,843
                                                  ===========      ===========

            See notes to condensed consolidated financial statements
<PAGE>

                                 TELIGENT, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
               (Unaudited, in thousands, except per share amounts)


                                                    Three months ended March 31,
                                                    ----------------------------
                                                         2000            1999
                                                      ----------      ----------
 Revenues:
      Communications and integration services          $ 23,064         $ 1,523

 Costs and expenses:
      Cost of services                                   77,360          34,519
      Sales, general and administrative                  56,569          45,276
      Stock-based and other noncash compensation          7,821           7,864
      Depreciation and amortization                      19,129           7,396
                                                      ----------      ----------
          Total costs and expenses                      160,879          95,055
                                                      ----------      ----------

      Loss from operations                             (137,815)        (93,532)

 Interest and other income                                7,077           5,181
 Interest expense                                       (25,015)        (19,761)
                                                      ----------      ----------

      Net loss                                         (155,753)       (108,112)
 Accrued preferred stock dividends and
      amortization of issuance costs                    (10,284)               -
                                                     -----------     -----------

 Net loss applicable to common stockholders          $ (166,037)     $ (108,112)
                                                     ===========     ===========

 Basic and diluted net loss per common share         $    (3.02)     $    (2.05)
                                                     ===========     ===========

 Weighted average common shares outstanding              55,023          52,675
                                                     ===========     ===========

            See notes to condensed consolidated financial statements
<PAGE>
                                 TELIGENT, INC.
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                            (Unaudited, in thousands)

                                                   Three months ended March 31,
                                                    ----------------------------
                                                         2000             1999
                                                    ------------      ----------
Cash flows from operating activities:

 Net loss                                             $(155,753)      $(108,112)
 Adjustments to reconcile net loss to net
     cash used in operating activities:
        Depreciation and amortization                    19,129           7,396
        Accretion of senior discount notes
         and other amortization                           9,760           8,883
        Stock-based and other noncash compensation        7,821           7,864
        Other                                              (212)           (486)
        Changes in current assets and current
         liabilities, net of acquisition:
          Accounts receivable                            (2,391)           (347)
          Prepaid expenses and other current assets       2,147          (7,048)
          Accounts payable                                 (959)         (1,199)
          Accrued trade liabilities                         189           3,608
          Accrued interest and other                       (485)          4,398
                                                      ----------      ----------
             Net cash used in operating activities     (120,754)        (85,043)
                                                      ----------      ----------

 Cash flows from investing activities:

     Purchase of property and equipment                (125,671)        (31,546)
     Purchases of short-term investments                (53,373)              -
     Sales of short-term investments                     28,831               -
     Spectrum auction deposit                           (24,408)              -
     Advances to joint ventures                          (5,387)              -
     Cash paid for acquisitions, net of cash acquired      (732)              -
     Restricted cash and investments                       (476)         (5,958)
     Other investing activities                           1,395               -
                                                      ----------      ----------
        Net cash used in investing activities          (179,821)        (37,504)
                                                      ----------      ----------
 Cash flows from financing activities:

     Proceeds from exercise of stock options              5,710             769
     Debt financing costs                                  (646)            (31)
                                                      ----------      ----------
        Net cash provided by financing activities         5,064             738
                                                      ----------      ----------

 Net decrease in cash and equivalents                  (295,511)       (121,809)

 Cash and cash equivalents, beginning of period         440,293         416,247
                                                      ----------      ----------
 Cash and cash equivalents, end of period             $ 144,782       $ 294,438
                                                      ==========      ==========

 SUPPLEMENTAL CASH FLOW INFORMATION:
     Cash paid for interest                           $  16,382       $  11,136
                                                      ==========      ==========
     Accrued preferred stock dividends to be paid in
        kind and amortization of issuance costs       $  10,284       $       -
                                                      ==========      ==========

            See notes to condensed consolidated financial statements
<PAGE>

                                 TELIGENT, INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                   (Unaudited)

1.       The Company

         Teligent,  Inc.  ("Teligent"  or  the  "Company")  is  a  full-service,
facilities-based  communications  company offering business  customers local and
long-distance,  high-speed data and dedicated  Internet access services over the
Company's  digital  SmartWave(TM)  local  networks  and  also  provides  network
integration  services.  The Company's  SmartWave(TM)  local  networks  integrate
advanced  fixed  wireless   technologies  with  traditional  broadband  wireline
technology. The Company has initiated commercial service using its SmartWave(TM)
networks in 40 markets across the United States.

2.       Significant Accounting Policies

         Basis of Presentation

         The  Company  in  accordance  with the  rules  and  regulations  of the
Securities and Exchange  Commission ("SEC") has prepared the unaudited condensed
consolidated  financial  statements  included  herein.  In  the  opinion  of the
Company's  management,  all  adjustments and  reclassifications  of a normal and
recurring nature necessary to present fairly the financial position,  results of
operations  and cash flows for the  periods  presented  have been made.  Certain
information and footnote  disclosures  normally included in financial statements
prepared in accordance with generally accepted  accounting  principles  ("GAAP")
have been  condensed  or omitted  pursuant to SEC rules and  regulations.  These
condensed   consolidated  unaudited  financial  statements  should  be  read  in
conjunction  with the financial  statements  and notes  thereto  included in the
Company's  Annual  Report on Form 10-K for the period  ending  December 31, 1999
filed with the SEC. The results of operations  for the three months ending March
31, 2000 are not necessarily  indicative of the results that may be expected for
the full year.

         Consolidation

         The condensed consolidated financial statements include the accounts of
the  Company  and  its  subsidiaries   after   elimination  of  all  significant
intercompany transactions.

         Reclassifications

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

3.       Supplemental Disclosure of Cash Flow Information

         Investing Activities

         During the three  months  ended  March 31,  2000 and 1999,  the Company
incurred capital expenditures of $90.1 million and $56.7 million,  respectively,
of which $14.4 million and $25.2 million,  respectively, was accrued and unpaid,
and is not reflected in the accompanying  condensed  consolidated  statements of
cash flows. During the three months ended March 31, 2000, the Company paid $50.0
million to one vendor for capital  expenditures  that had been  accrued in prior
periods.


<PAGE>



                                 TELIGENT, INC.

       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

4.       Convertible Redeemable Preferred Stock

         The Company has authorized  10,000,000  shares of preferred  stock, par
value  $.01 per share,  liquidation  preference  of $1,000  per share,  of which
509,370 shares and 500,000  shares are issued and  outstanding at March 31, 2000
and December 31, 1999, respectively.

5.       Capital Stock

         The Company has authorized  two classes of common stock,  the Company's
Class A Common Stock and Class B Common Stock,  as defined below.  The rights of
the two classes of common stock are substantially  identical,  except that until
the number of shares held by holders of the respective  series of Class B Common
Stock fall below certain  thresholds,  such holders will have the right to elect
two directors to the Company's Board of Directors.  As a result of Liberty Media
Corporation's  ("Liberty  Media")  acquisition of The Associated  Group, Inc. on
January 14, 2000, all of the shares of Series B-1 Common Stock  (defined  below)
were converted into 21,436,689 shares of Class A Common Stock. Liberty Media has
the right to elect  three  directors  pursuant  to the  terms of a  Stockholders
Agreement,  dated as of January 13,  2000,  by and among Alex J. Mandl,  Liberty
Media Corporation,  Telcom-DTS  Investors,  L.L.C. and Microwave Services,  Inc.
(the "Stockholders  Agreement").  Telcom Ventures also has the right to elect an
additional director pursuant to the terms of the Stockholders Agreement.

         The number of shares  authorized,  issued and  outstanding at March 31,
2000 and December 31, 1999, for each class of stock is summarized below:

                                                          Shares Issued
                                                         and Outstanding
                                                  ------------------------------
                  Par          Shares             March 31,         December 31,
Class            Value       Authorized             2000                1999
----------       -----       -----------          ----------          ----------
A                 $.01       200,000,000          33,061,261          10,281,667
Series B-1         .01        30,000,000                   -          21,436,689
Series B-2         .01        25,000,000          16,477,210          17,206,210
Series B-3         .01        10,000,000           5,783,400           5,783,400
<PAGE>



                                 TELIGENT, INC.

       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

6.       Other Transactions

         On  February  17,  2000,  the  Company  acquired  a  network  equipment
integrator  (the "First Quarter  Transaction").  The purchase price of the First
Quarter Transaction consisted of 39,131 shares of Class A Common Stock valued at
$3.2 million, and cash payments totaling $0.8 million.  Earnout provisions could
result in cash payments and the issuance of additional  shares of Class A Common
Stock  totaling $6.0 million based on the market price of the Company's  Class A
Common Stock when specific earn-out conditions are met over the next three years
if  certain  revenue  and other  benchmarks  are  achieved.  The  First  Quarter
Transaction  was  accounted  for as a purchase with the majority of the purchase
price being assigned to acquired intangibles.

         In  February  2000,  the Company  and  two  of  its major  shareholders
entered  into  agreements  to make  investments  in ICG  Communications,  Inc. A
subsidiary of Teligent will acquire  nearly three million shares of ICG stock in
exchange   for  one  million   shares  of  Teligent   common  stock  in  an  all
stock-transaction  (the "ICG Transaction").  The closing of the ICG Transaction,
which is  expected  to occur  during the second  quarter of 2000,  is subject to
shareholder  approval at the Company's annual meeting of shareholders to be held
on May 25, 2000, and satisfaction of other closing conditions.

7.       Subsequent Events

         In April  2000,  the  Company  completed  an  underwritten  offering of
4,000,000 shares of Class A Common Stock at a price of $50 per share, from which
the Company raised approximately $190.7 million of net proceeds, after deducting
approximately  $9.3  million  of  offering  expenses.  In  addition,  one of the
Company's stockholders sold 1,000,000 shares of Class A Common Stock, at a price
of  $50  per  share.   The  Company   received  no  proceeds  from  the  selling
stockholder's transaction.
<PAGE>

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

     Except  for  any  historical  information  contained  herein,  the  matters
discussed in this quarterly report on Form 10-Q contain certain "forward-looking
statements"  within  the  meaning  of  Section  21E  of the  Private  Securities
Litigation  Reform Act of 1995, and should be read in conjunction  with our 1999
Annual  Report on Form 10-K for the fiscal year ended  December  31,  1999.  The
words  "anticipate,"  "believe,"  "estimate,"  "expect,"  "plan,"  "intend"  and
similar  expressions,  as they relate to the  Company,  are intended to identify
forward-looking  statements.  Such  statements  reflect our  current  views with
respect to future events and involve known and unknown risks,  uncertainties and
other factors.  The Company cannot be sure that any of its expectations  will be
realized. Factors that may cause actual results,  performance or achievements of
the Company,  or industry results,  to differ materially from those contemplated
by  such  forward-looking  statements,  include,  without  limitation:  (1)  the
Company's  ability  to  meet  its  existing  debt  service  obligations  and the
availability of additional funds to pursue the Company's  business plan; (2) the
Company's pace of entry into new domestic and international market areas and the
ability to secure  building  access;  (3) the  Company's  success  in  obtaining
spectrum  licenses  in  international  markets and the ability of the Company to
negotiate  definitive  agreements with its international joint venture partners;
(4) the time and expense required to build the Company's  planned  network;  (5)
the Company's ability to integrate and maintain internal  management,  technical
information and accounting systems; (6) the Company's ability to hire and retain
qualified  personnel  to  operate  its  business;  (7) the  impact of changes in
telecommunication  laws and  regulations;  (8) the Company's  success in gaining
regulatory  approval for its  products  and  services,  when  required;  (9) the
Company's ability to successfully interconnect with the incumbent carriers; (10)
the timely supply of necessary  equipment;  (11) the Company's ability to adjust
to  rapid  changes  in  technology  and  to  prevent   misappropriation  of  its
technology; (12) the intensity of competition in the markets in which we provide
service and the Company's  ability to attract and retain a sufficient  number of
revenue-generating   customers  in  such  markets;  and  (13)  general  economic
conditions and the condition of the financial markets,  particularly  within the
communications and technology sectors which have historically been more volatile
than the markets generally. Given these uncertainties, prospective investors are
cautioned not to place undue reliance on such forward-looking statements.

         The  forward-looking  statements are included in,  without  limitation,
"Overview",  "Results of Operations"  and "Liquidity and Capital  Resources." In
the preparation of our financial statements,  we also make various estimates and
assumptions that are forward-looking statements.

         In this  Quarterly  Report on Form 10-Q, we refer to Teligent,  Inc., a
Delaware corporation, as "Teligent," the "Company," "we," "us," and "our." Where
applicable,  such  references  refer to  Teligent's  limited  liability  company
predecessor.

         The following discussion should be read in connection with the attached
condensed  consolidated  financial  statements and notes  thereto,  and with our
audited  financial  statements  and notes  thereto  as of and for the year ended
December 31, 1999, included in our Annual Report on Form 10-K.
<PAGE>

Overview

         Teligent offers business  customers  local,  long distance,  high-speed
data and  dedicated  Internet  services  over our  digital  SmartWave(TM)  local
networks and also provides network integration services. Our SmartWave(TM) local
networks  integrate  fixed  wireless  technologies  with  traditional  broadband
wireline technology.  By integrating these technologies,  we believe we are able
to increase local network  efficiency and significantly  lower network costs. We
are currently offering commercial service using our SmartWave(TM) local networks
in 40 market areas that  comprise more than 580 cities and towns with a combined
population of more than 100 million people.

         Our losses,  as well as our  negative  operating  cash flow,  have been
significant  to date,  and we expect both to continue for several years until we
develop a customer base that will generate sufficient revenues to fund operating
expenses.  After we initiate  service in most of our market areas,  we expect to
have positive  operating margins over time by increasing the number of customers
and  selling  them  additional   capacity  or  services  without   significantly
increasing  related  capital  expenditures,  costs of building access rights and
other operating costs. Our ability to generate positive cash flow will depend in
part on the extent of capital  expenditures  in  current  and new market  areas,
including international  expansion,  competition in our current market areas and
any potential adverse regulatory developments. Various financing sources will be
required  to  fund  our  growth  as well  as  cover  our  expected  losses  from
operations.

Results of Operations

Three Months Ended March 31, 2000 Compared to Three Months Ended March 31, 1999

           We generated  revenue from providing  communications  and integration
services of $23.1 million for the three months ended March 31, 2000, compared to
$1.5 million for the  corresponding  period in 1999. The increase in revenues is
reflective of, among other things, the growth in our customer base and expansion
into new markets during 1999.

         Cost of  services,  consisting  primarily of  personnel-related  costs,
telecommunications  expenses and site rent and site acquisition expenses related
to network  operations,  totaled  $77.4 million for the three months ended March
31, 2000,  compared to $34.5 million for the corresponding  period in 1999. This
increase reflects the growth and development of our network  operations to serve
40 major market areas and the increased  number of employees  from 1999 to 2000.
We expect that our cost of services will continue to increase in accordance with
our growth strategy.

         Sales,  general and administrative  expenses,  consisting  primarily of
personnel-related costs, were $56.6 million for the three months ended March 31,
2000,  compared to $45.3  million  for the  corresponding  period in 1999.  This
increase  primarily  results from higher  compensation and other personnel costs
incurred during 2000 due to the increased number of employees  required to drive
our future growth.

         Stock-based and other noncash compensation expense was $7.8 million for
the three  months  ended  March  31,  2000,  compared  to $7.9  million  for the
corresponding period in 1999.
<PAGE>

         Depreciation and  amortization  expense was $19.1 million for the three
months  ended March 31,  2000,  compared to $7.4  million for the  corresponding
period in 1999. This increase is due to higher capital  expenditures in 1999 and
2000 and the amortization of acquired intangibles  associated with acquisitions.
We expect  depreciation and amortization  expense to increase in future quarters
as we further implement our growth strategy.

         Interest  and other  income was $7.1 million for the three months ended
March 31, 2000,  compared to $5.2 million for the corresponding  period in 1999.
This increase is due to higher average cash and cash equivalent balances in 2000
as a result of the proceeds received from the Series A Preferred Stock offering.

         Interest expense was $25.0 million for the three months ended March 31,
2000,  compared to $19.8  million  for the  corresponding  period in 1999.  This
increase is due to higher long-term debt balances resulting from borrowings made
against the Credit Facility during 1999 and the  amortization of credit facility
fees and  interest  incurred  on the 11 1/2%  Series B  Discount  Notes due 2008
issued in February 1998.

Liquidity and Capital Resources

Historical Cash Flows

         At March 31,  2000,  we had  working  capital  of $107.9  million  that
includes  unrestricted cash and cash equivalents of $144.8 million,  compared to
working  capital  of  $342.7  million  including   unrestricted  cash  and  cash
equivalents  of $440.3  million at December  31,  1999.  The decrease in working
capital is  primarily a result of lower cash and cash  equivalent  levels due to
increased  operating  costs and capital  expenditures as we implement our growth
strategy. We will need a significant amount of cash to build our networks,  both
domestically  and  internationally,  market  our  services  and cover  operating
expenditures.  Although we anticipate our existing cash and cash  equivalents on
hand,  together  with the credit  facilities  and  proceeds  from the April 2000
offering of Class A Common Stock, will provide sufficient funds to carry out our
current business plan into the year 2001, our management  continually  evaluates
potential  financing  options.  We also expect that current and future expansion
and  acquisitions  will  be  financed  from  funds  generated  from  operations,
borrowings  under the credit  facilities,  financing  under our  existing  shelf
registration statement and potential additional  financings.  However, there can
be no  assurance  that  we  will be able  to  obtain  additional  financing,  or
financing on terms acceptable to us.

         Our total assets  decreased from $1,131.8  million at December 31, 1999
to $970.3 million at March 31, 2000, as lower cash and cash equivalent  balances
were partially offset by higher short-term investment and property and equipment
balances.  Property and equipment, net of accumulated  depreciation,  was $476.1
million at March 31, 2000 compared to $403.0 million at December 31, 1999.  This
increase was due to capital  expenditures  related to the growth and development
of our network operations.

         We used cash in operations of $120.8 million for the three months ended
March 31,  2000,  due to the  operating  loss for the period and the decrease in
accrued trade liabilities, partially offset by depreciation and amortization and
stock-based and other noncash compensation. For the same period in 1999, we used
cash in operations of $85.0 million, due primarily to the operating loss for the
period offset primarily by stock-based and other noncash compensation.
<PAGE>

         We used $179.8  million of cash in investing  activities  for the three
months ended March 31, 2000,  primarily relating to the purchase of property and
equipment,  the deposit of funds for spectrum auctions and licensing acquisition
costs and the purchase of short-term  investments.  For the same period in 1999,
we used $37.5  million  for the  purchase  of  property  and  equipment  and the
purchase of certificates of deposit used to secure letters of credit.

         Cash flows provided by financing  activities for the three months ended
March 31, 2000 were $5.1  million,  consisting  primarily  of proceeds  from the
exercise of employee stock options. For the same period in 1999, cash flows from
financing activities were $0.7 million consisting primarily of net proceeds from
the exercise of employee stock options.

Recent Developments

ICG Transaction

         In February 2000, the Company and two of its major shareholders entered
into agreements to make investments in ICG Communications,  Inc. A subsidiary of
Teligent will acquire  nearly three million  shares of ICG stock in exchange for
one million  shares of Teligent  common stock in an all  stock-transaction.  The
closing of the ICG  Transaction,  which is expected  to occur  during the second
quarter of 2000,  is subject to  shareholder  approval at the  Company's  annual
meeting of  shareholders  to be held on May 25, 2000, and  satisfaction of other
closing conditions.

Common Stock Offering

         In April  2000,  the  Company  completed  an  underwritten  offering of
4,000,000 shares of Class A Common Stock at a price of $50 per share, from which
the Company raised approximately $190.7 million of net proceeds, after deducting
approximately  $9.3  million  of  offering  expenses.  In  addition,  one of the
Company's stockholders sold 1,000,000 shares of Class A Common Stock, at a price
of  $50  per  share.   The  Company   received  no  proceeds  from  the  selling
stockholder's transaction.

Network Services Agreement with Level 3 Communications Inc. ("Level 3")

         On May 9, 2000, the Company announced a comprehensive  network services
agreement with Level 3. Under the agreement, the Company will leverage Level 3's
domestic  fiber  infrastructure  to connect  the  Company's  markets and also to
enhance the Company's reach of its local broadband networks within markets.
<PAGE>

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

           We have certain exposure to financial market risks, including changes
in interest rates and other relevant market prices. Specifically, an increase or
decrease in interest  rates would affect  interest  costs relating to our Credit
Facility.  At March 31, 2000, we had an outstanding loan balance of $200 million
under the Credit  Facility,  which incurs  interest at a floating rate tied to a
LIBOR or an  alternate  base  rate.  The  outstanding  balance  under the Credit
Facility represents approximately 25% of our outstanding long-term debt.

           The Company also maintains  securities  with an original  maturity of
greater than 90 days, but less than one year. These securities are classified as
"available for sale". An immediate  increase or decrease in interest rates could
have a material  impact on the fair value of these  financial  instruments or on
our short-term investment portfolio.

           Changes in  interest  rates do not have a direct  impact on  interest
expense  relating to our remaining fixed rate long-term debt,  although the fair
market value of our fixed rate debt is  sensitive to changes in interest  rates.
If market rates declined,  our interest payments could exceed those based on the
current  market  rate.  We  currently  do  not  use  interest  rate   derivative
instruments  to manage our exposure to interest rate  changes,  but may do so in
the future.
<PAGE>

PART II    OTHER INFORMATION

Item 2.    Changes in Securities and Use of Proceeds

         On February 17, 2000,  the Company issued an aggregate of 39,131 shares
of Class A  Common  Stock  in  connection  with  the  acquisition  of a  network
equipment integrator. Such shares were issued to various individuals in exchange
for the  outstanding  capital  shares of the target  company.  In addition,  the
Company may issue additional shares of its Class A Common Stock,  valued at $6.0
million in the aggregate,  to the same  individuals  through  February 28, 2003,
pursuant to earnout provisions to which such individuals are entitled if certain
revenue and other  benchmarks  are achieved.  All shares of Class A Common Stock
issued in the First  Quarter  Transaction  were issued  pursuant to an exemption
from the  registration  requirements  of the 1933 Act, under Section 4(2) of the
1933 Act. These sales were made without general solicitation or advertising. The
Company has not  received  and will not receive  any  proceeds  from the sale of
these  shares of Class A Common Stock other than the assets and  liabilities  of
the acquired company.

Item 6.    Exhibits and Reports on Form 8-K

          (a)     Exhibits

                  (27)     Teligent, Inc. Financial Data Schedule
                  (99.1)   Teligent, Inc. Press Release dated May 10, 2000

          (b)     Reports on Form 8-K

                                              Item                Financial
                  Date of Report            Reported           Statements Filed
                  --------------            --------           ----------------

                  January 18, 2000           Item 1 -                None
                                           Changes in
                                           Control of
                                           Registrant
<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.

                                       TELIGENT, INC.
                                       (Registrant)

Date:  May 12, 2000                    By: /s/  Cindy L. Tallent
                                             ---------------------------
                                                Cindy L. Tallent
                                                Acting Chief Financial Officer
                                                  and Treasurer, Senior Vice
                                                  President and Controller
                                                  (Principal Accounting Officer)






<PAGE>



                                  EXHIBIT INDEX

Exhibit No.                Description of Exhibit

   27         Financial Data Schedule for the three months ended March 31, 2000.

   99.1       Press release of Teligent, Inc. dated May 10, 2000.