Western Wireless Corporation
Ticker: WWCA 2001 N.W. Sammamish Road
Exchange: NASDAQ-National Market Issaquah, Washington 98027
Industry: Service (206) 313-5200

Type of Shares:Class A Common Shares Filing Date:3/15/96
U.S. Shares:8,800,000 Offer Date:5/22/96
Non-U.S. Shares:2,200,000 Filing Range:$21.00 - $24.00
Primary Shares:9,014,800 Offer Price:$23.50
Secondary Shares:1,985,200 Gross Spread:$1.35
Offering Amount: $247,500,000 Selling:$0.81
Expenses:$1,200,000 Reallowance:$0.10
Shares Out After:67,745,911

ManagerTierPhone
Goldman, Sachs & Co.Lead Manager (212) 902-1172
Donaldson, Lufkin & Jenrette Securities Corp.Co-manager (212) 504-4525
Merrill Lynch & Co.Co-manager (212) 449-4600
Salomon Brothers Inc.Co-manager (212) 783-2947

Auditor: Arthur Andersen
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 3/31/96 3/31/95 3/31/96
Revenue:$146.56$46.04$26.08Assets:$737.45
Net Income:-$55.95-$18.57-$12.46Liabilities:$172.51
EPS:-$0.87-$0.31-$0.24Equity:$564.94

Note: Dollar amounts are in U.S. millions; Audited figures expressed as full year,
unaudited figures are partial year

Business Description
The company is a leading provider of high quality wireless communications services in the western United States. The company owns or has the right to acquire an aggregate of 80 cellular and PCS licenses for a geographic area covering approximately 25.5 million pops and 41% of the continental United States. The company owns and operates cellular communications systems in 57 Rural Service Areas (RSAs), including on RSA which it has the right to acquire, and 16 Metropolitan Statistical Areas (MSAs) with an aggregate population of approximately 6.0 million persons. In its cellular markets, the company uses the CELLULAR ONE brand name and currently serves of 240,000 subscribers. Through the Federal Communications Commission auction concluded in 1995, the Company acquired broadband personal communications services licenses for six Major Trading Areas with an aggregate population of approximately 15.1 million persons for an aggregate purchase price of $144 million.

Use of Proceeds
The proceeds from the offering will be used to finance a portion of the company's personal communication service business build-out, to fund the purchase of the Denver MTA license, to fund expansion of existing cellular operations and for general corporate purposes; and pending such uses, for working capital and to repay revolving credit indebtedness under the credit facility.

Last updated: 10/28/96

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