<PAGE>   1
                                                                    Exhibit 10.6



                                                    TELECOMMUNICATIONS POLITIC
                                                    AND GENERAL DIRECTION

                                                    112      2524



                                                   Mexico City, October 12, 1998


LIC. JORGE HALVAS BEGOVICH
LEGAL REPRESENTATIVE OF
IUSACELL PCS; S.A. DE C.V.
PRESENT
                                                                            2572


We are formally delivering you the Title of Concession for Determined Use
Frequency Bands for the Delivery of the Wireless Fixed or Mobile Access Service
in Region 1, granted by the Federal Government through the Ministry of
Communications and Transportation in favor of Iusacell PCS, S.A. de C.V.

The previous pursuant writing dated on May 18, 1998, in which the Full of the
Federal Telecommunications Commission voted in favor of your representative, to
allocate licitation 4PCSE1.





                                  Yours truly,
                                  EFFECTIVE SUFRAGE, NO REELECTION
                                  General Director



                                  Ing. Leonel Lopez Celaya
<PAGE>   2
Cc Lic. Jorge Nicolin.-  Under Secretary of Communications


                                       2
<PAGE>   3
MINISTRY OF COMMUNICATIONS
 AND TRANSPORTATION
UNDER MINISTRY OF COMMUNICATIONS

                                                                           #2572














                    TITLE OF CONCESSION FOR THE RADIOELECTRIC
                    SPECTRUM FREQUENCY BANDS TO DELIVER THE
                   WIRELESS FIXED OR MOBILE ACCESS SERVICE IN
                                    REGION 1










                           IUSACELL PCS, S.A. DE C.V.


                                       3
<PAGE>   4
   CONCESSION TO USE AND EXPLOIT A RADIOELECTRIC SPECTRUM FREQUENCY BAND FOR A
       DETERMINED USE IN THE MEXICAN UNITED STATES, GRANTED BY THE FEDERAL
       GOVERNMENT THROUGH THE MINISTRY OF COMMUNICATION AND TRANSPORTATION
        (HEREIN MINISTRY) IN FAVOR OF IUSACELL PCS, S.A. DE C.V. (HEREIN
   CONCESSIONAIRE), IN ACCORDANCE TO THE FOLLOWING BACKGROUND AND CONDITIONS:

                                   BACKGROUND

I. The Concessionaire filed an application before the Federal Telecommunications
Commission (herein Commission), dated on October 17, 1997, to participate in the
licitation for the granting of concessions for the use and exploit of
radioelectric spectrum frequency bands for the delivery of the wireless fixed or
mobile access service in compliance with Invitation published in the Official
Gazette of the Federation on June 9, 1997, (herein Invitation), and the
pertaining licitation Basis published in the Official Gazette of the Federation
on June 30, 1997 and their modifications published in the Official Gazette of
the Federation on June 4, August 15, September 3 and 4, November 12, 1997
(herein Basis).

II. The Full of the Federal Commission for Competition resolved in session
celebrated on November 4, 1997, not to object nor condition the participation of
the Concessionaire in the licitation mentioned hereinbefore, modifying said
resolution in writing 3-101-(777)-97-490 dated on November 4, 1997.

III. The Ministry, through the Commission, analyzed and stated the
Concessionaire's application documentation, and according to the licitation
procedure foreseen in the Basis, and pursuant to Articles 14, 15, 16, 17 and
others pertaining to the Federal Law of Telecommunications, resolved with
writing CFT/D01/P/557/97 dated on November 5, 1997, to grant the Concessionaire
the Qualification Certificate for an application duly integrated and which
satisfied the requirements for that purpose.

IV. The Commission, with writing CFT/D01/P/621/97 dated on November 14, 1997,
solved to grant the Concessionaire a Participation Certificate due to the fact
that on November 7, he presented the pertaining Formality Guarantee, granting in
the same act, a confidentiality password to participate in the licitation
process. Since the Concessionaire presented the highest valid bid for licitation
4PCSE1 of said licitation, in compliance to the Licitation Guide delivered to
the Concessionaire, the Full of the Commission voted in favor of the
Concessionaire on May 18, 1998, granting the concession of said.


                                       4
<PAGE>   5
V. On September 30, 1998, the Concessionaire paid the pertaining consideration
to the Federal Government, thus, founded on Articles 36, fraction III, of the
Organic Law of Federal Public Administration; 10, fraction II; 11, fraction I;
12, 14, 18, 19 and others pertaining to the Federal Law of Telecommunications;
fourth and fifth, fraction XI of the Inner Bylaw of the Ministry of
Communications and Transportation, the Ministry grants the Concession to use and
exploit a radioelectric spectrum frequency band for the delivery of wireless
fixed or mobile access service through a public telecommunications network,
which shall be subject to the following:

                                   CONDITIONS

                                  Only Chapter
                               General Provisions

1. Definition of terms. For the purpose of this document, the following
definitions and terms will have the next meaning:

1.1 Wireless access. Two-direction radioelectric link service between a public
telecommunications network and the final user for the transmission of sings,
signals, writings, images, voice, sound or information of any nature;

1.2 Concession: that contained in this Title to use and exploit a radioelectric
frequency band to deliver wireless fixed or mobile access services.

1.3 Law: the Federal Law of Telecommunications:

1.4 Interconnection: physical and logic connection between two public
telecommunication networks that allows carrying traffic between the exchanges of
both networks. Interconnection allows users in one network to connect and carry
traffic with users in the other network, or to have access services rendered by
the other network;

1.5 Interoperation: technical features of a group of interconnected public
telecommunications networks through which the provision of a specific service is
constantly and predictably assured under the terms of the functional delivery of
services between networks;

                                       5
<PAGE>   6
1.6 Fundamental Plans: the Signaling Technical Fundamental Plan and the
Numbering Technical Fundamental Plan, issued on June 21, 1996, and those issued
in the future by the Ministry or the Commission; and

1.7 Rules: Local Service Rules, published in the Official Gazette of the
Federation on October 23, 1997, or those that may substitute them in the future.


2. Purpose of the Concession: This Title grants a Concession for the use and
exploitation of the radioelectric spectrum frequency band indicated in number
3.1. to deliver wireless fixed or mobile access services, which, pursuant with
the title of concession granted to install, operate and exploit a public
telecommunications network and their pertaining Annexes, the Concessionaire
shall render to the final user through its public telecommunications network in
Region 4, which includes the states of Baja California and Baja California Sur
and the municipality of San Luis Rio Colorado, Sonora.

3. Technical Specifications. The technical specifications for the use and
exploitation of the frequency band object of this Concession, shall be subject
to the Law, its bylaws, Mexican official rules, international recommendations
and other applicable administrative provisions, as well as technical and
administrative provisions stated in international agreements and applicable
protocols accepted by the Mexican Government, and the technical specifications
and operation features indicated hereinafter.

3.1 Frequency bands. During the term of this Concession, the Concessionaire may
use the 1885-1890 MHz frequency band for the lower segment and the 1965-1970 MHz
frequency band for the upper segment, with a total bandwidth of 10 MHz, within
the coverage area indicated in number 3.4.

3.2 Operation parameters. The concessionaire shall provide the Ministry, the
information that follows, 90 (ninety) natural days before the operation of the
Network begins in the pertaining region. The information that has modifications
in the initial project shall be updated every six months before the Ministry.

Frequency bands, maximum distance among radio bases, maximum apparent radio base
radiated power, access technique and reference rule, frequency plan (in its
case), location of radio bases (address and geographical coordinates), height of
antennas and radiation pattern, total number of subscribers per region
(beginning with the first semester of operation).


                                       6
<PAGE>   7
In compliance with the Law, all equipment, radio bases and terminal sets of the
user shall have the pertaining homologation certificate, which shall be
indicated by the Concessionaire in what pertains to its own systems.


                                       7
<PAGE>   8
3.3 Location of radio base, repeater and exchange stations. The Concessionaire
shall deliver to the Commission every six months, the information pertaining to
the location of radio base, repeaters and exchange stations installed for the
delivery of the service under the concession.

3.4 Coverage Area. Region 4 includes the states of Baja California and Baja
California Sur and the municipality of San Luis Rio Colorado, Sonora.

4. Coverage obligations. The Concessionaire shall, within 3 (three) years
beginning with the date the Concession was granted, offer the services under the
concession with its own Network in the municipalities or politic delegations
which, according to the last available census, have 20% (twenty per cent) of the
total population of the region under concession. In a 5 (five) year term
beginning with the date the Concession was granted, it shall offer the services
under the concession with its own Network in the municipalities or politic
delegations which, according to the last available census, have 50% (fifty per
cent) of the total population of the region under the concession.

With the purpose that the municipality or politic delegation is considered with
services, the Concessionaire shall be able to deliver them with no
discrimination, whenever any user requests it, in a geographical area with 40%
(forty per cent) of the population from the municipality or politic delegation.

Six (6) months before the termination of every five-year period beginning with
the date the Concession was granted, the Concessionaire shall agree with the
Commission the Network coverage program for the following five-year term. The
Commission shall approve the coverage program that the Concessionaire shall
apply, before the beginning of the corresponding five-year term, taking into
account the objectives of the Law the economic liability of said program as
foreseen in Article 50 of said order.

The failure to fulfill the obligations stated hereinbefore will cause the
revocation of the Concession under the terms of fraction IV Article 38 of the
Law.

5. Investment program. The Concessionaire is compelled to make the necessary
investments with the purpose to fulfill the coverage obligations referred to in
numeral 4.

6. Services that the Concessionaire may deliver. The radioelectric spectrum
frequency band for determinate use matter of this Concession will be destined to
the solely deliver of wireless fixed or mobile access service through the public



                                       8
<PAGE>   9
telecommunications network, included in Annex "A" of the Concession to install,
operate and exploit a public telecommunications network granted by the Federal
Government through the Ministry in favor of the Concessionaire.

The Ministry may, however, prior suggestion by the Commission, authorize the
delivery of additional services within the frequencies object of this
Concession, and under express request by the Concessionaire, whenever the
delivery of the services does not imply interference with fixed or mobile access
services operating in the frequency band matter of the Concession, being
necessary that the Concessionaire is fulfilling the commitments of its title of
Concession.

6.1 Each telecommunications service delivered to the final user will be subject
to applicable legal, ruling and administrative provisions.

7. Operation conditions of the wireless fixed or mobile access service through a
public telecommunications network.

7.1 The Concessionaire shall provide the services authorized in Annex "A" of its
title of concession to install, operate and exploit a public telecommunications
network, with its own network.

7.2 The Concessionaire shall provide the services authorized charging the rates
previously registered before the Commission under the terms of the Law, being
the Concessionaire the direct responsible party before the Ministry and users of
said service provision.

7.3 The agreements the Concessionaire would like to celebrate with the
subscribers, shall be previously approved by the Commission.

7.4 The Concessionaire shall have a separate accounting for the delivery of the
different services; in addition he shall apply the commercial tariffs and
conditions previously registered in the Telecommunications Registry, and apply
said tariffs and conditions in a non discriminatory way.

7.5 The Concessionaire, in compliance with the laws, by laws, rules, technical
and fundamental current plans and other administrative, general and applicable
provisions, shall interconnect his Network with other networks authorized by the
Ministry that may require it in a non discriminatory way. In case they may not
reach an agreement in interconnection, the Commission shall give a resolution.


                                       9
<PAGE>   10
7.6 The Concessionaire shall give notification to the Commission as soon as it
learns about unauthorized users in the bands object of this Concession.

7.7 The Concessionaire, under the terms of Article Fifth Transitory of the Law,
is compelled to follow the terms and conditions of the titles of concession and
permissions granted before the Law came into effect, in which the use of
frequencies that are part of the frequency band indicated in numeral 3.1. is
contemplated. With that purpose, the Concessionaire will be subject to
Administrative Resolutions issued by the Ministry or the Commission for that
purpose.

8. Consideration. The Concessionaire turned over to the Federal Government
$137,870,000.00 (One Hundred and Thirty-seven Million, Eight Hundred and Seventy
Thousand Pesos 00/100 Mexican Currency) plus the Value Added Tax for the Title
of the Concession.

9. Term. The term of this Concession will be of 20 (twenty) years beginning with
the date the Concession was granted.

The Concession may be extended as deemed by the Ministry pursuant to the Law,
for which, the Ministry itself may require, in its case, the payment of a
consideration which amount will be fixed taking into account, among other
criteria, the radioelectric spectrum frequency bandwidth under concession, the
geographical coverage of the Concession, and the new services that may be
delivered in said bands. In case the Concessionaire does not accept the
conditions established by the Ministry to extend the term of the Concession, the
Ministry, exercising the authority of the State in the matter, and to assure the
continuity and modernization of the services, shall make a licitation with said
radioelectric spectrum frequency band before the termination of the term of the
Concession.

10. Applicable Law. The use and exploitation of the radioelectric spectrum
frequency band object of the Concession shall be subject to the Political
Constitution of the Mexican United States, the Law and other laws stated in
Article 8 of said legal order, as well as international treaties, laws, bylaws,
decrees, Rules, technical fundamental plans, Mexican official rules,
resolutions, agreements, writings and other administrative provisions issued by
the Ministry and the Commission, as well as the conditions established in this
Concession.

In addition, in what is not foreseen in the Concession, the Title of Concession
to install, operate and exploit a public telecommunications network granted by
the


                                       10
<PAGE>   11
Federal Government through the Ministry in favor of the Concessionaire will be
applied in a supplementary way.

The Concessionaire agrees that if legal and administrative provisions referred
to in the previous paragraph to which this Concession is subject to, were
repealed, modified or added, the Concessionaire will be subject to the new
legislation and administrative provisions, beginning with the date they come
into effect.

11. The Concessionaire declares that the domicile to hear or receive all kinds
of notifications and documents is located in Prolongacion Reforma 1236, P.H.,
Colonia Santa Fe, Delegacion Cuajimalpa, C.P. 05348, Mexico, D.F.

In case the Concessionaire changes the domicile stated before, it shall notify
said change to the Commission, within the 15 (fifteen) days that follow the
change.

7. Jurisdiction. The Concessionaire agrees that for the interpretation and
execution of this Title of Concession, excluding that which shall be
administratively solved by the Ministry or the Commission, it expressly submits
to the Legislation of Mexico City, Federal District, leaving without effect any
jurisdiction that may correspond to its actual or future domicile.

                Mexico City, Federal District, October 12, 1998.


                  MINISTRY OF COMMUNICATIONS AND TRANSPORTATION
                                  THE MINISTER
                              CARLOS RUIZ SACRISTAN

                                    (signed)


                               THE CONCESSIONAIRE
                           IUSACELL PCS, S.A. DE C.V.

                                    (signed)


                              LEGAL REPRESENTATIVE
                              JORGE HALVAS BEGOVICH


                                       11
<PAGE>   12
Rubber stamp on each page: Mexican United States. Lic. Francisco I Hugues Velez.
Notary No. 212. Mexico, Federal District.

FRANCISCO I. HUGUES VELEZ, HEAD NOTARY NUMBER TWO HUNDRED AND TWELVE OF THE
FEDERAL DISTRICT CERTIFY: THAT THE PRESENT PHOTOSTAT COPY COMPRISING NINE SHEETS
ON ONE SIDE ONLY SEALED AND NUMBERED ARE AN ACCURATE REPRODUCTION OF ITS
ORIGINAL WHICH I HAD IN MY SIGHT AS APPEARS IN WRITING NUMBER TWO THOUSAND FIVE
HUNDRED AND SEVENTY-TWO ON THIS DATE, BOOK NUMBER ONE OF NOTARY TWO HUNDRED AND
ELEVEN IN THE SAME DISTRICT UNDER LIC. JOSE EUGENIO CASTANEDA ESCOBEDO, MY
PARTNER.- MEXICO, FEDERAL DISTRICT. OCTOBER THE FIFTEENTH, 1998.


HEAD OF THE NOTARY NO. 212 OF THE FEDERAL DISTRICT
(signed)
LIC. FRANCISCO I. HUGUES VELEZ
Ivm
(Rubber stamp as above)


                                       12
<PAGE>   13
                                                    TELECOMMUNICATIONS POLITIC
                                                    AND GENERAL DIRECTION

                                                    112      2525



                                                   Mexico City, October 12, 1998


LIC. JORGE HALVAS BEGOVICH
LEGAL REPRESENTATIVE OF
IUSACELL PCS; S.A. DE C.V.
PRESENT


We are formally delivering you the Title of Concession of Public
Telecommunications Network for the Delivery of the Fixed or Mobile Wireless
Access Service in Regions 1 and 4, granted by the Federal Government through the
Ministry of Communications and Transportation in favor of Iusacell PCS, S.A. de
C.V.

The previous pursuant writing dated on May 18, 1998, in which the Full of the
Federal Telecommunications Commission voted in favor of your representative, to
allocate licitation 4PCSE1 and 16 PCSE4..





                                  Yours truly,
                                  EFFECTIVE SUFRAGE, NO REELECTION
                                  General Director



                                  Ing. Leonel Lopez Celaya



                                       13
<PAGE>   14
Cc Lic. Jorge Nicolin.-  Under Secretary of Communications


                                       14
<PAGE>   15
MINISTRY OF COMMUNICATIONS
 AND TRANSPORTATION
UNDER MINISTRY OF COMMUNICATIONS

                                                                           #2572










                       TITLE OF CONCESSION FOR THE PUBLIC
                   TELECOMMUNICATIONS NETWORK TO DELIVER THE
                   WIRELESS FIXED OR MOBILE ACCESS SERVICE IN
                                 REGIONS 1 AND 4






                           IUSACELL PCS, S.A. DE C.V.


                                       15
<PAGE>   16
CONCESSION TO INSTALL, OPERATE AND EXPLOIT PUBLIC TELECOMMUNICATIONS NETWORK
GRANTED BY THE FEDERAL GOVERNMENT THROUGH THE MINISTRY OF COMMUNICATION AND
TRANSPORTATION (HEREIN MINISTRY) IN FAVOR OF IUSACELL PCS, S.A. DE C.V. (HEREIN
CONCESSIONAIRE), IN ACCORDANCE TO THE FOLLOWING BACKGROUND AND CONDITIONS:

                                   BACKGROUND

I. The Concessionaire filed an application before the Federal Telecommunications
Commission (herein Commission), dated on October 17, 1997, to participate in the
licitation for the granting of concessions for the use and exploitation of
radioelectric spectrum frequency bands for the delivery of the wireless fixed or
mobile access service in compliance with Invitation published in the Official
Gazette of the Federation on June 9, 1997, (herein Invitation), and the
pertaining licitation Basis published in the Official Gazette of the Federation
on June 30, 1997 and their modifications published in the Official Gazette of
the Federation on June 4, August 15, September 3 and 4, November 12, 1997
(herein Basis). Said application was filed with the additional purpose to gain a
concession to install, operate and exploit a public telecommunications network
in compliance with Articles 18, last paragraph and 24 of the Federal Law of
Telecommunications.

II. The Full of the Federal Commission for Competition resolved in session
celebrated on November 4, 1997, not to object nor condition the participation of
the Concessionaire in the licitation mentioned hereinbefore, modifying said
resolution in writing 3-101-(777)-97-490 dated on November 4, 1997.

III. The Ministry, through the Commission, analyzed and stated the
Concessionaire's application documentation, and according to the stages of the
licitation procedure foreseen in the Basis, and pursuant to Articles 14, 15, 16,
17 and others pertaining to the Federal Law of Telecommunications, resolved with
writing CFT/D01/P/557/97 dated on November 5, 1997, to grant the Concessionaire
the Qualification Certificate for an application duly integrated and which
satisfied the requirements for that purpose.

IV. The Commission, with writing CFT/D01/P/621/97 dated on November 14, 1997,
solved to grant the Concessionaire a Participation Certificate due to the fact
that on November 7, he presented the pertaining Formality Guarantee, granting in
the same act, a confidentiality password to participate in the licitation
process. Since the Concessionaire presented the highest valid bid , the Full of
the Commission stated in writing no. P/180598/1017, dated on May 18, 1998, to
vote


                                       16
<PAGE>   17
in favor of the Concessionaire granting the concessions for licitation 4PCSE1
and 16PCSE4 in compliance to the Basis.

V. According to Article 18 of the Federal Law of Telecommunications, in case the
exploitation of the services object of the concession for radioelectric
spectrum, require a concession for public telecommunication network, that shall
be granted in the same administrative act.

VI. Iusacell PCS, S.A. de C.V. with writing dated on July 14, 1998, requested
the Ministry a title of concession to install, operate and exploit a public
telecommunications network before the granting of the concessions for the
radioelectric spectrum frequency bands allocated in licitations 4PCSE1 and
16PCSE4 for the delivery of wireless fixed or mobile access services. The
Commission, in Agreement P/240798/0518 by the Full dated on July 24, 1998, voted
in favor to grant a concession to install, operate and exploit a public
telecommunications network, conditioning the beginning of the delivery of
services to the granting of the title of concession for the pertaining
radioeletric spectrum frequency band.

VII. The Ministry, through the Commission, analyzed and evaluated the pertaining
documentation under requirement of the Concessionaire to have a concession to
use and exploit radioelectric spectrum frequency bands for the delivery of
wireless fixed or mobile access services through a public telecommunications
network, stating that said fulfilled and satisfied the requirements of the
Federal Law of Telecommunications and other applicable provisions. Thus, founded
on Articles 36, fraction III, of the Organic Law of Federal Public
Administration; 11, fraction II; 12, , 18, 24, 25, 26, 27 and others pertaining
to the Federal Law of Telecommunications; fourth and fifth of the Inner Bylaw of
the Ministry of Communications and Transportation, the Ministry grants the
Concession to install, operate and exploit a public telecommunications network,
which shall be subject to the following:

                                   CONDITIONS

                                   CHAPTER ONE
                               GENERAL PROVISIONS

1.   DEFINITIONS AND SCOPE OF THE CONCESSION.

1.1  Definition of terms. For the purpose of this document, the following
     definitions and terms will have the next meaning:


                                       17
<PAGE>   18
1.1.1. Wireless access. Two-direction radioelectric link service between a
public telecommunications network and the final user for the transmission of
sings, signals, writings, images, voice, sound or information of any nature;

1.1.2. Concession: That contained in this Title to install, operate and exploit
a public telecommunications network.

1.1.3. Law: the Federal Law of Telecommunications:

1.1.4. Interconnection: physical and logic connection between two public
telecommunication networks that allows carrying traffic between the exchanges of
both networks. Interconnection allows users in one network to connect and carry
traffic with users in the other network, or to have access services rendered by
the other network;

1.1.5. Interoperation: technical features of a group of interconnected public
telecommunications networks through which the provision of a specific service is
constantly and predictably assured under the terms of the functional delivery of
services between networks;

1.1.6. Fundamental Plans: the Signaling Technical Fundamental Plan and the
Numbering Technical Fundamental Plan, issued on June 21, 1996, and those issued
in the future by the Ministry or the Commission; and

1.1.7. Network: the Public telecommunications network object of the concession.


1.2. OBJECT OF THE CONCESSION. This Title grants a Concession to install,
operate and exploit a public telecommunications network to deliver the services
described in the annex(es) of the Concession, under the terms and conditions
indicated in the same.

1.3. SERVICES. The Concessionaire is compelled to install, operate and exploit
the Network, and deliver the services referred to in the annexes herein, under
the terms and conditions indicated in the same. The Concessionaire is, as well,
compelled to submit under approval by the Commission, before their application,
the agreements to be entered into with users regarding the delivery of services
referred to in the annexes of this Concession, in compliance with the legal,
ruling and administrative applicable provisions.

                                       18
<PAGE>   19
The Concessionaire may deliver services additional to those included in the
annex(es) of this Concession, prior favorable resolution by the Ministry. With
that purpose, the Concessionaire shall file an application to the satisfaction
of the Ministry, fulfilling the requirements of Article 24 of the Law and other
provisions that may be applicable, without the prejudice that in the event that
concessions for the radioelectric spectrum frequency band are required, they
shall be granted through public licitation pursuant Article 14, and other
applicable articles of the Law.

To gain an authorization or Concession referred to in the previous paragraph,
the Concessionaire shall have fulfilled the obligations derived from the
Concession.

Under the terms of Article 33 of the Law, the Concessionaire may deliver value
added services, prior registry before the Commission.

1.4. MODIFICATION OF COVERAGE. If the Concessionaire wants to extend or reduce
the coverage area of the Network, it shall require previous authorization from
the Commission, except in the cases of modifications in the coverage on
radioelectric spectrum bands, which, in its case, shall be authorized by the
Ministry.

The Commission or the Ministry, shall solve the requirement for the extension or
reduction of coverage in a term no longer than 120 (one hundred and twenty)
natural days beginning with the reception of the application, whenever the
Concessionaire has fulfilled the obligations derived from the Concession.

1.5. TERM. The term of this Concession will be of 20 (twenty) years beginning
with the date the Concession was granted, and may be extended according to
Article 27 of the Law.

1.6. BEGINNING OF OPERATIONS. Before the Network begins operating, and to
deliver the services object of the Concession, the Concessionaire shall credit
before the Ministry, that the subscribed and paid capital is equivalent or more
than 185,533 million Mexican pesos, amount gained based on the data contained in
year 1 (one) of its Business Plan, filed under request in number 1 off this
Concession. In addition, the Concessionaire is compelled to keep a ratio of
total assets to accounting capital that does not exceed 1.64 under the terms of
the Business Plan indicated hereinbefore, during the first five years of
operation as Concessionaire of a public telecommunications network.

1.7. APPLICABLE LAW. The installation, operation and exploitation of the Network
and the services included in the Concession shall be subject to the Political

                                       19
<PAGE>   20
Constitution of the Mexican United States, the Law and other supplementary laws
stated in Article 8 of said legal order, as well as international treaties,
laws, bylaws, decrees, Rules, technical fundamental plans, Mexican official
rules, resolutions, agreements, writings and other administrative provisions
issued by the Ministry or the Commission, as well as the conditions established
in this Concession.


                                       20
<PAGE>   21
The Concessionaire agrees that if the legal and administrative provisions
referred to in the previous paragraph to which this Concession is subject to,
were repealed, modified or added, the Concessionaire will be subject to the new
legislation and administrative provisions, beginning with the date they come
into effect.

1.8. OTHER CONCESSIONS. The Concession grants no exclusivity rights to the
Concessionaire, thus the Ministry may grant other Concessions within the same
geographical area to third parties to install, operate and exploit one or more
public telecommunications networks to deliver services identical or similar to
those included in this Concession.

1.9. TRANSFER OF RIGHTS. The Concessionaire may transfer, partially or totally,
prior authorization by the Ministry, the rights and obligations established in
the Concession under the terms of Article 35 of the Law.

1.10. DELIVERY OF SERVICES THROUGH AFFILIATES OR SUBSIDIARIES. Prior
authorization by the Ministry, the Concessionaire may render the services
included in this Concession through affiliate or subsidiary companies, whenever
it credits, to the satisfaction of the latter, that said companies have the
necessary financial capability to deliver the services under concession. The
concessionaire, however, will be the only responsible party before the Ministry
for the obligations derived from the Concession.

1.11. POWERS OR MANDATES. In no case may the Concessionaire grant general powers
or mandates for administration acts or possession acts that are irrevocable and
that have the purpose or give the holder, authority to exercise the rights and
obligations of the Concession.

1.12. OBLIGATIONS. When the Concessionaire constitutes an obligation on the
Concession or the rights derived from it, it shall make a registry referred to
in Article 64 of the Law, within 30 (thirty) natural days, beginning with the
date of its constitution.

The document that states the guaranty, shall expressly establish that the
execution of said may in any moment grant the power of concessionaire to the
creditor.

For the Concession to be granted to a creditor or a third party, the Ministry
shall authorize the transfer of rights under the terms of Article 35 of the Law
or give a concession pursuant article 24 of said, without including in this case
the radioelectric frequency bands.

                                       21
<PAGE>   22
1.13. CITIZENSHIP. The Concessionaire will not have other rights than those
granted by the Mexican laws to Mexican citizens, thus, the partnership and their
foreign partners, in its case, are compelled to ask or accept no diplomatic
intervention from a foreign country, under penalty of losing in benefit of the
Nation, all goods and rights they may have acquired to install, operate and
exploit the Network.

1.14. INVESTMENTS. Under the terms of Title Fifth of the Law of Foreign
Investment, neutral investment will not be computed to determine the percentage
of foreign investment in the equity of the Concessionaire.

1.15. COMPANIES WITH STATE PARTICIPATION OF FOREIGN COUNTRIES. Shares from
companies with state participation of foreign countries which are not considered
authorities by the inner legislation of the origin country and with legal
character, will not be considered shares from a foreign government or state.

1.16. SUBSCRIPTION AND TRANSFERENCE OF STOCKS AND SHARES. The Concessionaire is
compelled to file before the Ministry and the Commission, at the most on April
30 (thirty) of every year, a list of shareholders with 5% (five per cent) or
more of the company's equity, as well as the name of the natural persons with a
direct or indirect participation of 10% (ten per cent) or more of the equity of
the company, its ten main shareholders and the pertaining participation
percentages accompanies by the information required by the Commission.

In the event of any supposed subscription or transference of stocks or shares in
an act or series of acts, which represent a 10% (ten per cent) or more of the
equity of the partnership, the following regime shall be observed:

1.16.1.  The Concessionaire shall notify the Ministry the intention of the
         interested parties to subscribe or transfer stocks or shares,
         accompanying the notification with the information of the persons
         interested in acquiring stocks or shares;

1.16.2.  The Ministry will have a term of 90 (ninety) natural days, beginning
         with the presentation of the notification, to give written objection
         and justified cause for the execution of the operation, and

1.16.3.  If the 90-day term passes and the Ministry did not filed the objection
         to the operation, it shall be deemed approved.

                                       22
<PAGE>   23
Only those operations without objection by the Ministry may, in its case, be
subscribed in the shareholders registry book or the book for partners of the
artificial person, without the prejudice of authorizations required from other
authorities pursuant legal, ruling and administrative applicable provisions.
Notification referred to in number 1.16.1. will not be needed when the
subscription or transfer is regarding stocks or shares representing netural
investments under the terms of the Law of Foreign Investment, or when it regards
to increases in capital subscribed by the shareholders, whenever the
participation of each one is not modified in the equity.

In case the interested party that wants to subscribe or acquire shares or stocks
is an artificial person, the notification referred to in condition 1.16.1. shall
be filed with the information necessary for the Ministry to know the identity of
the natural persons with interests in shares for more than 10% (ten per cent) of
the capital of said artificial person.

This condition shall be included in social ordinances, titles or certificates
issued by the Concessionaire.

1.17. TRAINING AND TECHNOLOGIC DEVELOPMENT. The Concessionaire shall develop
training programs for the personnel. In addition, the Concessionaire shall carry
out research and development actions in the country, for which it shall be
coordinated with the Commission or with Research and Technologic Development
Institutions in Mexico.

1.18. NAMING OF THE TECHNICAL RESPONSIBLE PARTY. The Concessionaire is compelled
to name a responsible party, before the Commission, for the technical operation
of the Network, who will have the necessary administration authority to oblige
the Concessionaire before the Commission in what regards to the technical
operation of the Network.

1.19. NAMING OF THE LEGAL REPRESENTATIVE. The Concessionaire shall, at any
moment during the term of the Concession, have a legal representative with
general faculties for litigation, collection, and administration acts, under the
terms of Article 2554 of the Civil Code for the Federal District in Common
Matters, and for the Country in Federal Matters, and others in other federal
entities of the country, credited before the Ministry and the Commission,
without the prejudice to be able to name other legal representatives that may
represent the Concessionaire before the Ministry and the Commission.


                                       23
<PAGE>   24
                                   CHAPTER TWO
                          SERVICE APPLICABLE PROVISIONS

2.1. QUALITY OF SERVICE. The Concessionaire is compelled to deliver the services
included in this Concession in a continuos and efficient way, guaranteeing
interoperation and interconnection at any moment, pursuant the applicable law
and the technical features established in the annex (es) of this Concession and
the applicable administrative provisions.

The Concessionaire, in addition, in a 360 (three hundred and sixty) natural-day
term, beginning with the date the Concession was granted for the use and
exploitation of the radioelectric spectrum frequency bands for the delivery of
wireless fixed of mobile access service, is compelled to instrument the
necessary mechanisms to make repairs to the Network or failures in services,
within the 8 (eight) working hours that follow the receipt of the report.

The Concessionaire shall look forwards to deliver the services included in this
Concession with the best price, diversity and quality conditions for the benefit
of users, with the purpose to promote an efficient telecommunications
development. Thus, it shall deliver the minimum quality standards for services
to the Commission, within the 120 (one hundred and twenty) natural days
beginning with the date the Concession was granted for the use and exploitation
of the radioelectric spectrum frequency band to deliver wireless fixed or mobile
access services, without the prejudice that the Commission may issue rules with
general character for that purpose.

2.2 INTERCONNECTION. In compliance with Articles 41, 42 and 43 of the Law, the
Concessionaire shall enter into interconnection agreements with any other
authorized concessionaire of public telecommunications network that may require
it.

The Concessionaire, in compliance with the laws, bylaws, rules, fundamental
plans, and other administrative provisions applicable and general in character,
shall interconnect the Network with other networks authorized by the Ministry
that may require it, in a non-discriminatory way. In case a interconnection
agreement is not reached, the Commission shall solve what is pertaining.

2.3. INTERRUPTION OF SERVICE. In the event the delivery of any service is
interrupted for a period longer that 72 (seventy-two) consecutive hours,
beginning with the

                                       24
<PAGE>   25
date established in the pertaining report, the Concessionaire shall reimburse
the users the rate that corresponds to the time the interruption lasts.

2.4. CLAIM AND REPAIR SYSTEM. The Concessionaire shall establish a claim and
failure repair system.

The Concessionaire shall make a monthly report including the incidence of
failures by type, corrective actions adopted and reimbursements made, which
shall be filed before the Commission under request.

The Commission may make this information available to the people, along with
that from other concessionaires rendering similar services in the country or in
the same region.

2.5. MEASURE EQUIPMENT AND QUALITY CONTROL. The Concessionaire is compelled to
take the necessary measures to assure the precision and reliability of the
equipment used to measure the quality of the billing of services to the date the
operation and exploitation of the Network begins. For this purpose, the
Concessionaire shall make caliber tests to the equipment and file the
Commission, under requirement, the results by calendar quarter and, in its case,
the documents that guarantee that the pertaining adjustments were made.

In addition, the Concessionaire shall keep the information generated in the
registries of measuring equipment that the Commission determines.

2.6. COMMERCIAL PRACTICES CODE. The Concessionaire shall integrate, in a 180
(one hundred and eighty) day term, beginning with the date the Concession was
granted for the use and exploitation of the radioelectric spectrum frequency
band to deliver wireless fixed or mobile access service, in compliance with the
general rules issued by the Commission for that purpose, a commercial practice
code, clearly describing and summarizing, the different services that are
rendered, and the methodology to apply the pertaining rates. Once the code has
been integrated, prior authorization by the Commission, the Concessionaire shall
make it available to the people in its commercial offices, and publish a part in
one of the most important newspapers nationwide.

2.7. EMERGENCY SERVICES. The Concessionaire shall notify the Commission the date
to begin the operation and exploitation of the Network an action plan to prevent
interruption of services, and to deliver emergency services in cases of
emergency or force majeure.


                                       25
<PAGE>   26
In case of an emergency and within the coverage area, the Concessionaire shall
deliver for free the services that are essential, as deemed by the Ministry, and
only for the time and in the proportion that the emergency demands.

The Concessionaire shall notify the Commission, in case of any event that has a
general or significant impact on the operation of the Network.


                                  CHAPTER THIRD
                                      RATES


3.1. UNDULY CHARGE OF RATES. If the Concessionaire charges the users tariffs not
registered or different to those established, in its case, in agreement with
Articles 61 and 63 of the Law, it shall reimburse the difference from the
registered or established tariffs.

The previous without the prejudice of sanctions imposed in compliance with the
Law and other legal, ruling and administrative applicable provisions.

3.2. CROSS SUBSIDIES. The Commission may verify at any moment, that the rates
that are registered do not constitute cross subsidies under the terms of Article
62 of the Law. For this purpose, the Concessionaire shall deliver the pertaining
information within the 60 (sixty) natural days that follow the date the request
by the Commission is received.

3.3. BILLING. The Concessionaire's billing system shall be approved by the
Commission before its application.


                                  CHAPTER FOUR
                          VERIFICATION AND INFORMATION


4.1. Without the prejudice of the faculties that the Commission has to require
any other information from the Concessionaire under the terms of Article 68 of
the Law, the latter shall file to the Commission, within 150 (one hundred)
natural days, beginning with the closing date of the pertaining period:

                                       26
<PAGE>   27
4.1.1.   Audited financial statements, divided in services and, in its case, by
         geographical area;

4.1.2.   A description of the main fixed assets of the Concessionaire that the
         Network includes, in accordance with the formats established by the
         Commission; and

4.1.3.   A report about the actions carried out in training programs for the
         personnel, as well as research and development actions in the country,
         as established in condition 1.17. of this Concession.

4.2. The Concessionaire shall give the Commission a quarterly report about the
advancement in the Network expansion program.

4.3. The Concessionaire shall deliver to the Commission, under request, the
statistical information about traffic, routing, occupation, performance and
other operation parameters generated by the Network, in compliance with general
provisions issued by the Commission for that purpose. In addition, it shall
deliver the accounting information by service, region, function and Network
components, prior approval by the Commission of the methodology and periodicity
that corresponds.


                                  CHAPTER FIVE
                                    DOMICILE


5. The Concessionaire declares that the domicile to hear or receive all kinds of
notifications and documents is located in Prolongacion Reforma 1236, P.H.,
Colonia Santa Fe, Delegacion Cuajimalpa, C.P. 05348, Mexico, D.F.

In case the Concessionaire changes the domicile stated before, it shall notify
said change to the Commission, within the 15 (fifteen) days that follows the
change.

                                   CHAPTER SIX
                                    GUARANTEE

6. The Concessionaire will establish, for the Satisfaction of the Ministry, the
guarantee regarding the fulfillment of the obligations derived from this
Concession, and the form and terms established in the Annex of this Concession.


                                       27
<PAGE>   28
                                  CHAPTER SEVEN
                          JURISDICTION AND COMPETITION

7. The Concessionaire agrees that for the interpretation and execution of this
Concession, excluding that which shall be administratively solved by the
Ministry or the Commission, it expressly submits to the Legislation of the
Federal Courts in of Mexico City, Federal District, leaving without effect any
jurisdiction that may correspond to their actual or future domiciles.

                Mexico City, Federal District, October 12, 1998.


                  MINISTRY OF COMMUNICATIONS AND TRANSPORTATION
                                  THE MINISTER
                              CARLOS RUIZ SACRISTAN

                                    (signed)


                               THE CONCESSIONAIRE
                           IUSACELL PCS, S.A. DE C.V.

                                    (signed)


                              LEGAL REPRESENTATIVE
                              JORGE HALVAS BEGOVICH

 Rubber stamp on each page: Mexican United States. Lic. Francisco I Hugues
                 Velez. Notary No. 212 Mexico, Federal District.


                                       28
<PAGE>   29
ANNEX A OF THE TITLE OF CONCESSION TO INSTALL, OPERATE AND EXPLOIT PUBLIC
TELECOMMUNICATIONS NETWORK GRANTED BY THE FEDERAL GOVERNMENT THROUGH THE
MINISTRY OF COMMUNICATION AND TRANSPORTATION, UNDER THE FEDERAL LAW OF
COMMUNICATIONS AND TRANSPORTATION, IN FAVOR OF IUSACELL PCS, S.A. DE C.V., DATED
ON OCTOBER 12, 1998.

A.1. DEFINITIONS. The terms used in this Annex shall have the definitions given
in the Concession or in the Law, except when expressly defined in this Annex.

A.2. SERVICES INCLUDED. This Annex includes the following wireless fixed or
mobile access services that will be rendered through the public
telecommunications network.

         A.2.1. Local wireless fixed or mobile telephone service.

         A.2.2. Commercialization of the Network capacity for the emission,
         transmission or reception of signs, signals, writings, images, voice,
         sounds or information of any nature.

         A.2.3. Access to data, video, audio and videoconference networks.

Each telecommunications service delivered to the final user will be subject to
the applicable legal, ruling and administrative provisions.

The Concessionaire is compelled to deliver long distance telephone service to
subscribers through the interconnection of its public telecommunications network
to the long distance networks authorized by the Ministry.

The Concessionaire may not deliver the services stated in this Annex until the
Ministry grants the concessions for the use and exploitation of the
radioelectric spectrum frequency bands for the delivery of wireless fixed or
mobile access service in regions 1 and 4 corresponding to licitation 4PCSE1 and
16PCSE4, referred to in background IV herein.

In the event the Concessionaire wants to deliver other services, different to
those included in this title of concession, it shall require in its case, the
pertaining concession, permission or express authorization by the Ministry,
according to the Law and other applicable legal, ruling and administrative
provisions.

A.3. TERM TO BEGIN THE EXPLOITATION OF THE NETWORK. The Concessionaire shall
begin the exploitation of the Network at the most 360 (three hundred and sixty)

                                       29
<PAGE>   30
natural days beginning with the date the Ministry grants the concessions for the
use and exploitation of the radioelectric spectrum frequency bands for the
delivery of wireless fixed or mobile access service in regions 1 and 4 , in
favor of the Concessionaire, corresponding to licitation 4PCSE1 and 16PCSE4,
referred to in background IV herein.

The Ministry shall grant the concessions indicated in the previous paragraph
whenever the Concessionaire: a) Credits payment of rights foreseen in Articles
93, 94 and others applicable form the Federal Law of Rights; b) Makes the
payment of the total amount of the economic consideration for the granting of
the titles of concession that correspond to licitation referred to in background
IV herein; c) files a writing in which it establishes it has not behaved or have
learned about collusive behavior from other participants, and d) fulfills all
other obligations foreseen in the Basis, as well as documents that formed part
of the licitation process for the granting of concessions for the use and
exploitation of the radioelectric spectrum frequency bands for the delivery of
wireless fixed or mobile access in compliance with the Invitation.

A.4. COVERAGE COMMITMENTS. For regions 1 and 4, the Concessionaire shall, in a
3-year (three) term beginning with the granting of the concession for the use
and exploitation of the radioelectric spectrum frequency bands for the delivery
of wireless fixed or mobile access service that correspond to licitation
referred to in background IV herein respectively, offer the services under
concession with its own Network in the municipalities or political delegations
which, according to the last available census, have a 20% (twenty per cent) of
the total population of each region under concession. In a five-year (five)
term, beginning with the granting of the concessions for the frequency band, it
shall offer the services under concession with its own Network in the
municipalities or political delegations which, according to the last available
census, have a 50% (fifty per cent) of the total population of each region under
concession.

With the purpose that the municipality or politic delegation is considered with
services, the Concessionaire shall be able to deliver them with no
discrimination, whenever any user requests it, in a geographical area with 40%
(forty per cent) of the population from the municipality or politic delegation.

Six (6) months before the termination of every five-year period beginning with
the date the Concession was granted for the use and exploitation of
radioelectric spectrum frequency bands to deliver wireless fixed or mobile
access service corresponding to licitation referred to in background IV herein,
the Concessionaire shall agree with the Commission the Network coverage program
for the following

                                       30
<PAGE>   31
five-year term. The Commission shall approve the coverage program that the
Concessionaire shall apply, before the beginning of the corresponding five-year
term, taking into account the objectives of the Law, the economic liability of
said program as foreseen in Article 50 of said order.

The failure to fulfill the obligations stated hereinbefore will cause the
revocation of the Concession under the terms of fraction IV Article 38 of the
Law.

A.5. TECHNICAL NETWORK SPECIFICATIONS. The Concessionaire is compelled to
install the Network with, at least, the technical specifications indicated in
numeral 14 called "Technical Specifications of the Project", from its
application referred to in background 1, from which summary is adjoined to this
annex and becomes integral part of the Concession. Any modification to technical
specifications in the Network shall require prior authorization by the
Commission.

A.6. In accordance to Article 36 of the Ordinances for Civil Airports and
Aerodromes, and with Mexican Official Rules and other applicable provisions, the
antennas that will be installed shall require the pertaining permission from the
Ministry.

A.7. OPERATION AND QUALITY OF SERVICES. The Concessionaire shall fulfill the
rules for quality of service established by the Commission.

Whenever the Concessionaire builds and installs a Network, it shall take into
account the security of the people, their goods and other services, with the
purpose to prevent interference in their operations.

A.8. In the delivery of the services under concession, the Concessionaire shall
be subject to the following:

         A.8.1. The Concessionaire shall answer all requirements of service
         within its coverage area where it has an acceptable quality signal
         pursuant to the established rules.

         A.8.2. The Concessionaire shall terminate traffic coming from other
         interconnected networks.

         A.8.3. Whenever the Concessionaire origins a call destined to a group
         of local service exchanges different to its own, it shall deliver the
         call in the interconnection point agreed and the signaling information
         regarding "A"

                                       31
<PAGE>   32
         and "B" to the pertaining long distance concessionaire without
         modification, in compliance with the Signaling Plan.

         A.8.4. The Commission, whenever the public interest demands it, and
         pursuant general rules, may exclude the Concessionaire from the
         implementation of the pre-subscription selection service from the long
         distance carrier. However, the Concessionaire shall offer the users, at
         any moment, the dialing selection service in compliance with the
         Numbering Technical Fundamental Plan and the Rules for Long Distance
         Service.

A.9. BONDS. The Concessionaire shall constitute a deposit in a term no longer
than 30 (thirty) natural days, beginning with the date this Concession was
granted, at an authorized institution for the amount of $5,000.000.00 (Five
million pesos 00/100 Mexican Currency), in favor of the Treasury of the
Federation which, a) will become effective in the event this Concession is
revoked, b) to guarantee the payment of pecuniary sanctions imposed by the
Ministry, in its case, and c) as guarantee in case of default on the conditions
of the Concession. The guarantee will be effective for the term of the
Concession and shall be annually updated according to the Consumer Price Index
or that which may substitute it.

The policy issued with the deposit shall include express statement that the
bonding institution accepts what is established in Articles 95 and 118 of the
Law of Federal Bonding Institutions in effect, and the waiver of rights of
excussion and discussion.

A.10. ACCOUNTING INFORMATION. The Concessionaire shall provide all the
accounting information by service, region, functions and network components
regarding the services included in this Annex, according to the methodology and
periodicity approved by the Commission for that purpose, in compliance to the
applicable legal, ruling and administrative provisions.

A.11. CARRIER'S COMMITTEE. The Concessionaire, in its character of local service
carrier, shall participate in the Carrier's Committee established pursuant to
the Local Service Rules published in the Official Gazette of the Federation on
October 23, 1997.

A.12. The Concessionaire shall make the information regarding interconnection
circuits installed with other public telecommunications networks available to
the Commission.

                                       32
<PAGE>   33
A.13. The Concessionaire shall request the Commission the allocation of the
pertaining local numbering, under the Terms of the Numbering Fundamental
Technical Plan.


                                       33
<PAGE>   34
                                                   TELECOMMUNICATIONS POLITIC
                                                   AND GENERAL DIRECTION

                                                   112      2526



                                                   Mexico City, October 12, 1998


LIC. JORGE HALVAS BEGOVICH
LEGAL REPRESENTATIVE OF
IUSACELL PCS; S.A. DE C.V.
PRESENT
                                                                            2572


We are formally delivering you the Title of Concession for Determined Use
Frequency Bands for the Delivery of the Wireless Fixed or Mobile Access Service
in Region 4, granted by the Federal Government through the Ministry of
Communications and Transportation in favor of Iusacell PCS, S.A. de C.V.

The previous pursuant writing dated on May 18, 1998, in which the Full of the
Federal Telecommunications Commission voted in favor of your representative, to
allocate licitation 16PCSE4.





                                Yours truly,
                                EFFECTIVE SUFRAGE, NO REELECTION
                                General Director



                                Ing. Leonel Lopez Celaya

                                       34
<PAGE>   35
Cc Lic. Jorge Nicolin.-  Under Secretary of Communications


                                       35
<PAGE>   36
MINISTRY OF COMMUNICATIONS
 AND TRANSPORTATION
UNDER MINISTRY OF COMMUNICATIONS

                                                                           #2572














                           TITLE OF CONCESSION FOR THE
                             RADIOELECTRIC SPECTRUM
                         FREQUENCY BANDS TO DELIVER THE
                         WIRELESS FIXED OR MOBILE ACCESS
                               SERVICE IN REGION 4










                           IUSACELL PCS, S.A. DE C.V.


                                       36
<PAGE>   37
   CONCESSION TO USE AND EXPLOIT A RADIOELECTRIC SPECTRUM FREQUENCY BAND FOR A
 DETERMINED USE IN THE MEXICAN UNITED STATES, GRANTED BY THE FEDERAL GOVERNMENT
   THROUGH THE MINISTRY OF COMMUNICATION AND TRANSPORTATION (HEREIN MINISTRY)
 IN FAVOR OF IUSACELL PCS, S.A. DE C.V. (HEREIN CONCESSIONAIRE), IN ACCORDANCE
                   TO THE FOLLOWING BACKGROUND AND CONDITIONS:

                                   BACKGROUND

I. The Concessionaire filed an application before the Federal Telecommunications
Commission (herein Commission), dated on October 17, 1997, to participate in the
licitation for the granting of concessions for the use and exploit of
radioelectric spectrum frequency bands for the delivery of the wireless fixed or
mobile access service in compliance with Invitation published in the Official
Gazette of the Federation on June 9, 1997, (herein Invitation), and the
pertaining licitation Basis published in the Official Gazette of the Federation
on June 30, 1997 and their modifications published in the Official Gazette of
the Federation on June 4, August 15, September 3 and 4, November 12, 1997
(herein Basis).

II. The Full of the Federal Commission for Competition resolved in session
celebrated on November 4, 1997, not to object nor condition the participation of
the Concessionaire in the licitation mentioned hereinbefore, modifying said
resolution in writing 3-101-(777)-97-490 dated on November 4, 1997.

III. The Ministry, through the Commission, analyzed and stated the
Concessionaire's application documentation, and according to the licitation
procedure foreseen in the Basis, and pursuant to Articles 14, 15, 16, 17 and
others pertaining to the Federal Law of Telecommunications, resolved with
writing CFT/D01/P/557/97 dated on November 5, 1997, to grant the Concessionaire
the Qualification Certificate for an application duly integrated and which
satisfied the requirements for that purpose.

IV. The Commission, with writing CFT/D01/P/621/97 dated on November 14, 1997,
solved to grant the Concessionaire a Participation Certificate due to the fact
that on November 7, he presented the pertaining Formality Guarantee, granting in
the same act, a confidentiality password to participate in the licitation
process. Since the Concessionaire presented the highest valid bid for licitation
16PCSE4 of said licitation, in compliance to the Licitation Guide delivered to
the Concessionaire, the Full of the Commission voted in favor of the
Concessionaire on May 18, 1998, granting the concession of said.


                                       37
<PAGE>   38
V. On September 30, 1998, the Concessionaire paid the pertaining consideration
to the Federal Government, thus, founded on Articles 36, fraction III, of the
Organic Law of Federal Public Administration; 10, fraction II; 11, fraction I;
12, 14, 18, 19 and others pertaining to the Federal Law of Telecommunications;
fourth and fifth, fraction XI of the Inner Bylaw of the Ministry of
Communications and Transportation, the Ministry grants the Concession to use and
exploit a radioelectric spectrum frequency band for the delivery of wireless
fixed or mobile access service through a public telecommunications network,
which shall be subject to the following:

                                   CONDITIONS

                                  Only Chapter
                               General Provisions

1. Definition of terms. For the purpose of this document, the following
definitions and terms will have the next meaning:

1.1 Wireless access. Two-direction radioelectric link service between a public
telecommunications network and the final user for the transmission of sings,
signals, writings, images, voice, sound or information of any nature;

1.2 Concession: that contained in this Title to use and exploit a radioelectric
frequency band to deliver wireless fixed or mobile access services.

1.3 Law: the Federal Law of Telecommunications:

1.4 Interconnection: physical and logic connection between two public
telecommunication networks that allows carrying traffic between the exchanges of
both networks. Interconnection allows users in one network to connect and carry
traffic with users in the other network, or to have access services rendered by
the other network;

1.5 Interoperation: technical features of a group of interconnected public
telecommunications networks through which the provision of a specific service is
constantly and predictably assured under the terms of the functional delivery of
services between networks;

                                       38
<PAGE>   39
1.6 Fundamental Plans: the Signaling Technical Fundamental Plan and the
Numbering Technical Fundamental Plan, issued on June 21, 1996, and those issued
in the future by the Ministry or the Commission; and

1.7 Rules: Local Service Rules, published in the Official Gazette of the
Federation on October 23, 1997, or those that may substitute them in the future.


2. Purpose of the Concession: This Title grants a Concession for the use and
exploitation of the radioelectric spectrum frequency band indicated in number
3.1. to deliver wireless fixed or mobile access services, which, pursuant with
the title of concession granted to install, operate and exploit a public
telecommunications network and their pertaining Annexes, the Concessionaire
shall render to the final user through its public telecommunications network in
Region 4, which includes the states of Nuevo Leon, Tamaulipas and Coahuila,
excluding the municipalities of Torreon, Francisco I. Madero, Matamoros, San
Pedro and Viesca.

3. Technical Specifications. The technical specifications for the use and
exploitation of the frequency band object of this Concession, shall be subject
to the Law, its bylaws, Mexican official rules, international recommendations
and other applicable administrative provisions, as well as technical and
administrative provisions stated in international agreements and applicable
protocols accepted by the Mexican Government, and the technical specifications
and operation features indicated hereinafter.

3.1 Frequency bands. During the term of this Concession, the Concessionaire may
use the 1885-1890 MHz frequency band for the lower segment and the 1965-1970 MHz
frequency band for the upper segment, with a total bandwidth of 10 MHz, within
the coverage area indicated in number 3.4.

3.2 Operation parameters. The concessionaire shall provide the Ministry, the
information that follows, 90 (ninety) natural days before the operation of the
Network begins in the pertaining region. The information that has modifications
in the initial project shall be updated every six months before the Ministry.

Frequency bands, maximum distance among radio bases, maximum apparent radio base
radiated power, access technique and reference rule, frequency plan (in its
case), location of radio bases (address and geographical coordinates), height of
antennas and radiation pattern, total number of subscribers per region
(beginning with the first semester of operation).

                                       39
<PAGE>   40
In compliance with the Law, all equipment, radio bases and terminal sets of the
user shall have the pertaining homologation certificate, which shall be
indicated by the Concessionaire in what pertains to its own systems.


                                       40
<PAGE>   41
Location of radio base, repeater and exchange stations. The Concessionaire shall
deliver to the Commission every six months, the information pertaining to the
location of radio base, repeaters and exchange stations installed for the
delivery of the service under the concession.

3.3 Coverage Area. Region 4 includes the states of Nuevo Leon, Tamaulipas and
Coahuila, excluding the municipalities of Torreon, Francisco I. Madero,
Matamoros, San Pedro and Viesca.

4. Coverage obligations. The Concessionaire shall, within 3 (three) years
beginning with the date the Concession was granted, offer the services under the
concession with its own Network in the municipalities or politic delegations
which, according to the last available census, have 20% (twenty per cent) of the
total population of the region under concession. In a 5 (five) year term
beginning with the date the Concession was granted, it shall offer the services
under the concession with its own Network in the municipalities or politic
delegations which, according to the last available census, have 50% (fifty per
cent) of the total population of the region under the concession.

With the purpose that the municipality or politic delegation is considered with
services, the Concessionaire shall be able to deliver them with no
discrimination, whenever any user requests it, in a geographical area with 40%
(forty per cent) of the population from the municipality or politic delegation.

Six (6) months before the termination of every five-year period beginning with
the date the Concession was granted, the Concessionaire shall agree with the
Commission the Network coverage program for the following five-year term. The
Commission shall approve the coverage program that the Concessionaire shall
apply, before the beginning of the corresponding five-year term, taking into
account the objectives of the Law the economic liability of said program as
foreseen in Article 50 of said order.

The failure to fulfill the obligations stated hereinbefore will cause the
revocation of the Concession under the terms of fraction IV Article 38 of the
Law.

5. Investment program. The Concessionaire is compelled to make the necessary
investments with the purpose to fulfill the coverage obligations referred to in
numeral 4.

6. Services that the Concessionaire may deliver. The radioelectric spectrum
frequency band for determinate use matter of this Concession will be destined to

                                       41
<PAGE>   42
the solely deliver of wireless fixed or mobile access service through the public
telecommunications network, included in Annex "A" of the Concession to install,
operate and exploit a public telecommunications network granted by the Federal
Government through the Ministry in favor of the Concessionaire.

The Ministry may, however, prior suggestion by the Commission, authorize the
delivery of additional services within the frequencies object of this
Concession, and under express request by the Concessionaire, whenever the
delivery of the services does not imply interference with fixed or mobile access
services operating in the frequency band matter of the Concession, being
necessary that the Concessionaire is fulfilling the commitments of its title of
Concession.

6.1 Each telecommunications service delivered to the final user will be subject
to applicable legal, ruling and administrative provisions.

7. Operation conditions of the wireless fixed or mobile access service through a
public telecommunications network.

7.1 The Concessionaire shall provide the services authorized in Annex "A" of its
title of concession to install, operate and exploit a public telecommunications
network, with its own network.

7.2 The Concessionaire shall provide the services authorized charging the rates
previously registered before the Commission under the terms of the Law, being
the Concessionaire the direct responsible party before the Ministry and users of
said service provision.

7.3 The agreements the Concessionaire would like to celebrate with the
subscribers, shall be previously approved by the Commission.

7.4 The Concessionaire shall have a separate accounting for the delivery of the
different services; in addition he shall apply the commercial tariffs and
conditions previously registered in the Telecommunications Registry, and apply
said tariffs and conditions in a non discriminatory way.

7.5 The Concessionaire, in compliance with the laws, by laws, rules, technical
and fundamental current plans and other administrative, general and applicable
provisions, shall interconnect his Network with other networks authorized by the
Ministry that may require it in a non discriminatory way. In case they may not
reach an agreement in interconnection, the Commission shall give a resolution.

                                       42
<PAGE>   43
7.6 The Concessionaire shall give notification to the Commission as soon as it
learns about unauthorized users in the bands object of this Concession.

7.7 The Concessionaire, under the terms of Article Fifth Transitory of the Law,
is compelled to follow the terms and conditions of the titles of concession and
permissions granted before the Law came into effect, in which the use of
frequencies that are part of the frequency band indicated in numeral 3.1. is
contemplated. With that purpose, the Concessionaire will be subject to
Administrative Resolutions issued by the Ministry or the Commission for that
purpose.

8. Consideration. The Concessionaire turned over to the Federal Government
$355,251,000.00 (Three Hundred and Fifty-five Million, Two Hundred and Fifty-one
Thousand Pesos 00/100 Mexican Currency) plus the Value Added Tax for the Title
of the Concession.

9. Term. The term of this Concession will be of 20 (twenty) years beginning with
the date the Concession was granted.

The Concession may be extended as deemed by the Ministry pursuant to the Law,
for which, the Ministry itself may require, in its case, the payment of a
consideration which amount will be fixed taking into account, among other
criteria, the radioelectric spectrum frequency bandwidth under concession, the
geographical coverage of the Concession, and the new services that may be
delivered in said bands. In case the Concessionaire does not accept the
conditions established by the Ministry to extend the term of the Concession, the
Ministry, exercising the authority of the State in the matter, and to assure the
continuity and modernization of the services, shall make a licitation with said
radioelectric spectrum frequency band before the termination of the term of the
Concession.

10. Applicable Law. The use and exploitation of the radioelectric spectrum
frequency band object of the Concession shall be subject to the Political
Constitution of the Mexican United States, the Law and other laws stated in
Article 8 of said legal order, as well as international treaties, laws, bylaws,
decrees, Rules, technical fundamental plans, Mexican official rules,
resolutions, agreements, writings and other administrative provisions issued by
the Ministry and the Commission, as well as the conditions established in this
Concession.

In addition, in what is not foreseen in the Concession, the Title of Concession
to install, operate and exploit a public telecommunications network granted by
the

                                       43
<PAGE>   44
Federal Government through the Ministry in favor of the Concessionaire will be
applied in a supplementary way.

The Concessionaire agrees that if legal and administrative provisions referred
to in the previous paragraph to which this Concession is subject to, were
repealed, modified or added, the Concessionaire will be subject to the new
legislation and administrative provisions, beginning with the date they come
into effect.

11. The Concessionaire declares that the domicile to hear or receive all kinds
of notifications and documents is located in Prolongacion Reforma 1236, P.H.,
Colonia Santa Fe, Delegacion Cuajimalpa, C.P. 05348, Mexico, D.F.

In case the Concessionaire changes the domicile stated before, it shall notify
said change to the Commission, within the 15 (fifteen) days that follow the
change.

7. Jurisdiction. The Concessionaire agrees that for the interpretation and
execution of this Title of Concession, excluding that which shall be
administratively solved by the Ministry or the Commission, it expressly submits
to the Legislation of Mexico City, Federal District, leaving without effect any
jurisdiction that may correspond to its actual or future domicile.

                Mexico City, Federal District, October 12, 1998.


                  MINISTRY OF COMMUNICATIONS AND TRANSPORTATION
                                  THE MINISTER
                              CARLOS RUIZ SACRISTAN

                                    (signed)


                               THE CONCESSIONAIRE
                           IUSACELL PCS, S.A. DE C.V.

                                    (signed)


                              LEGAL REPRESENTATIVE
                              JORGE HALVAS BEGOVICH


                                       44
<PAGE>   45
Rubber stamp on each page: Mexican United States. Lic. Francisco I Hugues Velez.
Notary No. 212. Mexico, Federal District.

FRANCISCO I. HUGUES VELEZ, HEAD NOTARY NUMBER TWO HUNDRED AND TWELVE OF THE
FEDERAL DISTRICT CERTIFY: THAT THE PRESENT PHOTOSTAT COPY COMPRISING NINE SHEETS
ON ONE SIDE ONLY SEALED AND NUMBERED ARE AN ACCURATE REPRODUCTION OF ITS
ORIGINAL WHICH I HAD IN MY SIGHT AS APPEARS IN WRITING NUMBER TWO THOUSAND FIVE
HUNDRED AND SEVENTY-TWO ON THIS DATE, BOOK NUMBER ONE OF NOTARY TWO HUNDRED AND
ELEVEN IN THE SAME DISTRICT UNDER LIC. JOSE EUGENIO CASTANEDA ESCOBEDO, MY
PARTNER.- MEXICO, FEDERAL DISTRICT. OCTOBER THE FIFTEENTH, 1998.


HEAD OF THE NOTARY NO. 212 OF THE FEDERAL DISTRICT
(signed)
LIC. FRANCISCO I. HUGUES VELEZ
Ivm
(Rubber stamp as above)

                                       45