EXHIBIT 4.2.F
                                CONSENT TO WAIVER


                               Usurf America, Inc.
                         6005 Delmonico Drive, Suite 140
                        Colorado Springs, Colorado, 80919

                                                                 April ___, 2004

Each Purchaser party to that certain Securities Purchase Agreement,  dated March
5, 2004.

                  Re:    Consent to Waiver
                         -------------------------------------------------------

Dear Purchasers:

         Usurf  America,  Inc.,  (the  "Company")  is  contemplating  a proposed
private  offering of its securities to an affiliated  fund of Crestview  Capital
Master  LLC  ("Crestview"),  of  up to  $1,500,000  of  8%  secured  convertible
debentures  and warrants to purchase  common stock of the Company on or prior to
April _____, 2004 (the "Proposed Transaction"). Each of the above named persons,
pursuant to the Securities  Purchase  Agreement dated on or about March 5, 2004,
(collectively the "Purchase Agreement") by and among the Company and each of the
addressees to this letter (the "Purchasers"), may have certain rights which they
are  hereby  requested  to waive in order to  enable  the  Company  to  properly
consummate the Proposed Transaction.

         The Company hereby requests that each Purchaser waive any rights it may
possess  under the  following  provisions  as they relate solely to the Proposed
Transaction:

         1.       Section 4.4 of the  Purchase  Agreement  which  prohibits  the
                  Company  from selling any  security  that would be  integrated
                  with the offer or sale of secured  convertible  debentures and
                  warrants.

         2.       Section 4.13 of the Purchase  Agreement  which  prohibits  the
                  Company  from  issuing  any Capital  Shares or Capital  Shares
                  Equivalents (a "Subsequent Financing") for 18 months after the
                  effective date of the Registration  Statement without offering
                  each  Purchaser the right to participate in up to 100% in such
                  Subsequent Financing.

         3.       Section 4.14 of the Purchase  Agreement  which  prohibits  the
                  Company  from  issuing  any other  Capital  Shares or  Capital
                  Shares   Equivalents  until  after  the  90th  day  after  the
                  effective date of the Registration Statement.

         4.       Section  4.17 of the  Purchase  Agreement  which  requires the
                  Company  to issue  additional  shares of Common  Stock to such
                  holder at the Discounted  Purchase Price if the Company issues
                  any Capital Shares or Capital Shares Equivalents entitling any
                  person to acquire  shares of Common Stock at a price per share
                  less  than the  effective  price  paid by a holder  under  the
                  Purchase Agreement for 18 months after the Closing Date.

         5.       Section  6(b)  of  the  Registration  Rights  Agreement  which
                  prohibits the Company from including  additional shares on the
                  Registration  Statement as they solely  relate to the Proposed
                  Transaction.

         The  convertible  debentures  issuable  under the Proposed  Transaction
shall rank pari passu with all other  debentures now or hereafter  issued by the
Company.

         The Company agrees and acknowledges  that the waivers granted hereunder
relate only to the Proposed  Transaction and any subsequent  transactions by the
Company or  modifications  to the terms  outlined  above will require a separate
consent from the Purchasers.  Except as specifically waived by the terms of this
letter,  the Purchase Agreement and the exhibits thereto shall remain unmodified
and in full force and effect,  and shall not be in any way changed,  modified or
superseded  by the  terms  set  forth  herein.  CAPITALIZED  TERMS  USED AND NOT
OTHERWISE  DEFINED HEREIN THAT ARE DEFINED IN THE PURCHASE  AGREEMENT SHALL HAVE
THE MEANINGS GIVEN SUCH TERMS IN THE PURCHASE AGREEMENT.


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         This letter may be executed in any number of counterparts, all of which
taken  together shall  constitute  one and the same  instrument and shall become
effective when  counterparts have been signed by each party and delivered to the
other parties  hereto,  it being  understood  that all parties need not sign the
same counterpart.

         Nothing contained herein, and no action taken by any Purchaser pursuant
thereto,  shall be deemed to  constitute  the  Purchasers as a  partnership,  an
association,  a  joint  venture  or any  other  kind  of  entity,  or  create  a
presumption  that the  Purchasers are in any way acting in concert or as a group
with  respect  to such  obligations  or the  transactions  contemplated  by this
letter.  Each Purchaser shall be entitled to  independently  protect and enforce
its rights, including without limitation, the rights arising out of this letter,
and it shall  not be  necessary  for any  other  Purchaser  to be  joined  as an
additional  party in any  proceeding  for such purpose.  Each Purchaser has been
represented by its own separate legal counsel in their review and negotiation of
this  letter.  The Company has elected to provide all  Purchasers  with the same
terms for the  convenience  of the Company  and not  because it was  required or
requested to do so by the Purchasers.

         Please  signify  your consent to this request by signing this letter in
the space  indicated  below.  This  waiver of your  rights  with  respect to the
Proposed  Transaction  shall not affect your rights relative to future proposals
during the period described in the relevant  section of the Purchase  Agreement.
Very truly yours,

                                                 USURF AMERICA, INC.


                                                 By:  /s/ Douglas O. McKinnon
                                                   -----------------------------
                                                   Name:  Douglas O. McKinnon
                                                   Title: President and CEO

Accepted and Agreed to:

Name of Purchaser:
Name of Authorized Signatory:
Title of Authorized Signatory:
Signature of Authorized Signatory:



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