SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


      Date of Report (Date of earliest event reported): October 6, 1998


                                  PATHNET, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


          Delaware                  333-52247                  52-1941838
          --------                  ---------                  ----------
(State or other jurisdiction    (Commission File              (IRS Employer
      of incorporation)              Number)              Identification Number)


                               1015 31st Street NW
                              Washington, DC 20007
                              --------------------
                    (Address of principal executive offices)


       Registrant's telephone number, including area code: (202) 625-7284



Item 5.  Other Events

         On October 6, 1998, the Registrant  issued the press release,  attached
hereto as Exhibit 99.1,  announcing  the  expansion of the Company's  management
team to include three new additions to its national sales force.

         The  foregoing  information  does not  purport  to be  complete  and is
qualified in its entirety by reference to the Exhibit to this Report.


Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits

         (c) Exhibits:

         Exhibit 99.1      Registrant's Press Release dated October 6, 1998

                                        2


                                   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 hereunto duly authorized.

                                       PATHNET, INC.


Dated: October 6, 1998                 By: /s/ William R. Smedberg, V
                                       ------------------------------
                                       Name:  William R. Smedberg, V
                                       Title: Vice President,
                                               Finance and Corporate Development








                                  EXHIBIT INDEX

                                  PATHNET, INC.

                           Current Report on Form 8-K


   Exhibit No.             Description
   -----------             -----------
   Exhibit 99.1            Registrant's Press Release dated October 6, 1998