Embodiments of a User Equipment (UE), an Evolved Node-B (eNB), small-cell access point (AP), and methods for dynamic millimeter wave pencil cell communication are generally described herein. The UE may receive access point reference signals (APRS) from one or more small-cell access points (AP), and may transmit APRS signal quality measurements to a macro-cell Evolved Node-B (eNB). The UE may receive, from the macro-cell eNB, a message that indicates candidate pencil cells for which the UE is to determine signal quality measurements, the candidate pencil cells supported by the small-cell APs. The UE may receive beam reference signals (BRS) for the candidate pencil cells and may refrain from reception of BRS for pencil cells not included in the message. In some cases, beam-widths of the APRSs may be larger than beam-widths of the BRSs.