SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Amendment No. 1
Paging Partners Corporation
- --------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $.01
(Title of Class of Securities)
69554P 10 9
- --------------------------------------------------------------------------------
(CUSIP Number)
The information required in the remainder of this cover page shall
not be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that
Section of the Act but shall be subject to all other provisions of the Act.
<PAGE>
CUSIP No. 69554P 10 9
1. Name of Reporting Person: Richard Giacchi
SS or IRS Identification No. of Above Person
Not Applicable
2. Check the Appropriate Box if a Member of a Group
(See Instructions)
(a) [ ]
(b) [ ]
3. SEC Use Only ........................................................[ ]
4. Citizenship or Place of Organization: United States
of America
Number of 5. Sole Voting Power: 530,311
Shares Bene-
ficially 6. Shared Voting Power: -0-
owned by
Each Reporting
Person 7. Sole Dispositive Power: 530,311
8. Shared Dispositive Power: -0-
9. Aggregate Amount Beneficially Owned by Each Reporting
Person: 530,311
10. Check Box if the Aggregate Amount in Row 9 Excludes
Certain Shares (See Instructions) ...................................[ ]
11. Percent of Class Represented by Amount in Row 9: 8.4%
12. Type of Reporting Person (See Instructions): IN
2 of 5
<PAGE>
Item 1 (a) Name of Issuer
Paging Partners Corporation
Item 1 (b) Address of Issuer's Principal Executive Offices:
4249 Route 9 North, Bldg. 2
Freehold, New Jersey 07728
Item 2 (a) Name of Person Filing:
Richard Giacchi
Item 2 (b) Address of Principal Business Office
or, if None, Residence
4249 Route 9 North, Bldg 2
Freehold, New Jersey 07728
Item 2 (c) Citizenship: United States of America
Item 2 (d) Title of Class of Securities:
Common Stock, par value $.01 per share
Item 2 (e) CUSIP Number: 69554P 10 9
Item 3. If this statement is filed pursuant to Rules 13d- 1(b), or
13d-2(b), check whether the person is a:
Not Applicable.
Item 4. Ownership (as of March 1, 1998).
Ordinary Shares
---------------
(a) Amount Beneficially
Owned: Richard Giacchi 530,311
(b) Percent of Class
Richard Giacchi 8.4%
(c) Number of shares as to which such person has:
(i) sole power to
vote or to direct
the vote
3 of 5
<PAGE>
Richard Giacchi 530,311
(ii) shared power to vote
or to direct the vote
Richard Giacchi -0-
(iii) sole power to dispose or
to direct the disposition of
Richard Giacchi 530,311
(iv) shared power to dispose
or direct the disposition of
Richard Giacchi -0-
Item 5. Ownership of Five Percent or Less of a Class [ ]
Item 6. Ownership of More than Five Percent on Behalf of another
Person.
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company.
Not Applicable
Item 8. Identification and Classification of Members of the Group.
Not Applicable
Item 9. Notice of Dissolution of Group.
Not Applicable
Item 10. Certification.
Not Applicable
4 of 5
<PAGE>
Signature
After reasonable inquiry and to the best knowledge and belief of
each of the undersigned, each of the undersigned hereby certifies that the
information set forth in this statement is true, complete and correct.
SIGNATURE DATE
- --------- ----
/s/ Richard Giacchi March 13, 1998
- ---------------------------------
Richard Giacchi
5 of 5
