UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
[ ] Check this box if no longer subject to Section 16.
Form 4 or Form 5 obligations may continue.
1. Name and Address of Reporting Person(s)
Baker, Jr, C. Edward
1800 West Park Drive
Suite 250
Westborough, MA 01581
2. Issuer Name and Ticker or Trading Symbol
Arch Communications Group, Inc. (APGR)
3. I.R.S. Identification Number of Reporting Person, if an entity (Voluntary)
4. Statement for Month/Year
06/99
5. If Amendment, Date of Original (Month/Year)
6. Relationship of Reporting Person(s) to Issuer (Check all applicable)
[X] Director [ ] 10% Owner
[X] Officer (give title below) [ ] Other (specify below)
Chairman and Chief Execeutive
Officer
7. Individual or Joint/Group Filing (Check Applicable Line)
[X] Form filed by One Reporting Person
[ ] Form filed by More than One Reporting Person
<TABLE>
<CAPTION>
Table I Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1)Title of Security 2)Trans- 3.Trans- 4.Securities Acquired(A) 5)Amount of 6) 7)Nature of
action action or Disposed of (D) Securities Indirect
Date Code A Beneficially D Beneficial
(Month/ or Owned at or Ownership
Day/Year) Code V Amount D Price End of Month I
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<S> <C> <C> <C> <C><C> <C> <C><C>
<CAPTION>
Table II (PART 1) Derivative Securities Acquired, Disposed of, or Beneficially Owned (Columns 1 through 6)
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1)Title of Derivative 2)Conversion 3)Trans- 4)Trans- 5)Number of Derivative 6)Date Exercisable and
Security or Exercise action action Securities Acquired (A) Expiration Date
Price of Date Code or Disposed of (D)
Derivative
Security Code V A D Exercisable Expiration
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<S> <C> <C> <C> <C> <C> <C> <C>
Incentive Stock Option (right $7.8282 06/03/99 A V 68,999 (1) 06/03/09
to buy)
Non-Qualified Stock Option $7.8282 06/03/99 A V 381,001 (1) 06/03/09
(right to buy)
Warrants (2) $3.0100 06/03/99 J V 194,105 06/03/99 09/01/01
<CAPTION>
Table II (PART 2) Derivative Securities Acquired, Disposed of, or Beneficially Owned (Columns 1,3 and 7 through 11)
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1)Title of Derivative 3)Trans- 7)Title and Amount 8)Price 9)Number of 10) 11)Nature of
Security action of Underlying of Deri- Derivative Indirect
Date Securities vative Securities D Beneficial
Amount or Security Beneficially or Ownership
Number of Owned at I
- Title Shares End of Month
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<S> <C> <C> <C> <C> <C> <C> <C>
Incentive Stock Option (right 06/03/99 Common Stock 68,999 23,000 D Direct
to buy)
Non-Qualified Stock Option 06/03/99 Common Stock 381,001 127,001 D Direct
(right to buy)
Warrants (2) 06/03/99 Common Stock 64,702 194,105 D Direct
<FN>
Explanation of Responses:
(1)
Each option will become exercisable at the rate of 20% of the shares subject to the option on each of the first five anniversaries
of the date of grant.
(2)
In connection with its acquisition of MobileMedia Communications, Inc., Arch Communications Group, Inc. issued on a pro rata basis
to all holders of Arch Common Stock and Series C Preferred Stock outstanding on January 27, 1999 non-transferable rights to
acquire Arch Common Stock, and to the extent such rights were not exercised by May 14, 1999, Arch distributed in lieu thereof
warrants to acquire an equivalent number of shares of Arch Common Stock. The distribution of the warrants to the reporting person
is exempt from Section 16 and therefore is neither reportable nor subject to Section 16 (b). The reporting person is providing the
information relating to the acquistion of the warrants on a voluntary basis.
- -
On June 28, 1999, Arch Communications Group, Inc. implemented a one-for-three reverse split of its Common Stock and Class B Common
Stock. The exercise prices and and number of derivative securities beneficially owned at the end of the month as indicated on Table
II have been restated to reflect the reverse stock split.
</FN>
</TABLE>
SIGNATURE OF REPORTING PERSON
/S/ Baker, Jr, C. Edward
DATE
7/2/99
