General Wireless, Inc.
Proposed Ticker: GWIR 6688 N. Central Expressway
Exchange: NASDAQ-National Market Dallas, Texas 75206
Industry: Service (214) 373-0494

All share information is proposed
Type of Shares:Class C Common Shares Filing Date:6/28/96
U.S. Shares Filed:0 Filing Price: -
Non-U.S. Shares Filed:0 Offering Amount: $189,750,000
Primary Shares:0 Expenses: -
Secondary Shares:0 Shs Out After:

ManagerTierPhone
Bear, Stearns & Co. Inc.Lead Manager (212) 272-2000
J.P. Morgan Securities Inc.Co-manager (212) 648-9922
Lehman Brothers IncorporatedCo-manager (212) 640-6129
Salomon Brothers Inc.Co-manager (212) 783-2947

Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 3/31/96 3/31/95 3/31/96
Revenue:$0.00$0.00$0.00Assets:$56.46
Net Income:-$0.74-$0.16-$0.17Liabilities:$1.64
EPS:Equity:$54.82

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

Business Description
General Wireless intends to become a leading provider of affordable wireless communications services. The Company holds PCS licenses to serve the rapidly growing metropolitan areas of San Francisco, Atlanta and Miami, as well as 11 selected high-growth contiguous markets. In total, the Company's markets contain 19.8 million POPs, approximately 71% of the highest percentage of total POPs located in densely populated urban markets of any PCS or cellular operator in the United States. Additionally, the Company believes its markets are particularly attractive because of their high historical and projected population growth rates, as well as other desirable demographic characteristics, such as high population densities, favorable business climates, high median household income levels and long commute times. From 1990 through 1995, the aggregate population of the Company's markets has grown at over 150% of the national rate and is expected to continue to grow at a rate above the national average.

Use of Proceeds
The proceeds from the proposed offering will be used to finance interest expense payments on the Government Financing and the Vendor Financing, operating losses, working capital requirements, capital expenditures not funded by the Vendor Financing and for general corporate purposes.

Last updated: 10/28/96

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