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Exhibit 10.1
  
   1.
    
    Title/Grade:
    
    EX2/President Mercosur
Operating as CEO of NII operations in
Argentina, Brazil and Chile and other
countries as assigned by NII President and
COO (the countries)2.
    
    Reporting To:
    
    NII President and COO3.
    
    Effective Date:
    
    January 1, 20074.
    
    Location:
    
    Based in the US in locations mutually
agreeable to the NII President and COO and
the employee.5.
    
    Term of Assignment:
    
    Your employment with the Company will be of
indefinite duration, terminable at will by
either party, with or without cause. This
means that you may elect to terminate your
employment with the Company at any time, and
the Company retains the same rights. This
employment at-will paragraph operates
notwithstanding any other provision of this
letter, only the Chief Executive Officer or
the Chief Operating Officer have the
authority to enter any employment agreement
which alters the at-will relationship
provided for in this paragraph. If
either party terminates this Agreement,
except for COBRA benefits, all rights and
liabilities hereunder will cease. You and
the Company agree that the terms of your
employment will be governed by the laws of
the Commonwealth of Virginia, not by the laws
of any other state or foreign country.6.
    
    Base Salary:
    
    $367,697.04 per year, paid bi-monthly in the
United States and subject to U.S. taxes. You
will be eligible for a base pay increase in
2007 subject to approval by the Board of
Directors.




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7.
    
    Hardship Allowance:
    
    A hardship allowance will be paid to
compensate you in your travels and time away
from home at foreign assignment locations.
NII will pay you a total of $27,000 per month
for your responsibilities and travel
hardship. The payments, which are subject to
US taxes, will be paid out of the US.8.
    
    Incentive Bonus:
    
    You will be eligible to receive an annual
bonus of 50% of your annual subject to the
terms and conditions of the Company bonus
plan. The annual bonus is normally paid
during the 1st quarter of the
following year. The Compensation Committee
of the Board of Directors has final approval
and authority with regard to terms and
conditions of the Plan.9.
    
    Tax Equalization:
    
    Section 9 of the employment agreement dated
February 5, 2004 will apply for the year
2006.10.
    
    Tax Counseling:
    
    To ensure that tax is paid as and when
required, the Company has retained
international tax consultants to assist in
the preparation and filing of US federal,
foreign and state (if applicable) income tax
returns. Only the consultants designated
may be used. This service will remain in
place until all outstanding tax issues are
resolved following your repatriation at the
end of 2006.11.
    
    Company Car:
    
    While you are traveling for business in your
assigned countries of responsibility, NII
will provide you with a company car and
driver commensurate with your position in the
countries.12.
    
    Air Transportation:
    
    NII will pay the cost of air transportation
(First Class) to and from the countries and
between the countries for you and your wife
during the assignment.
Any taxes due as a result of these payments
would be paid by NII.13.
    
    Vacation:
    
    You are entitled to five weeks vacation per
calendar year prorated for any partial years
of employment in accordance with NIIs
vacation policy.14.
    
    Holidays:
    
    You are entitled to 10 holidays per year.15.
    
    Insurance & Benefits:
    
    You will be eligible for the NII standard
insurance and benefit plan.




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16.
    
    Expenses:
    
    All expenses that you incur on behalf of the
Company, which are directly related to your
work, will be reimbursed by NII based on the
reimbursement policy in place with properly
completed documentation and prior approvals.
The cost of lodging, meals and incidental
expenses for you and your wife would be
covered by NII during the travel to the
countries. NII would assume any taxes arising
from these payments. The gross-up for the
travel expenses for your wife will be
reviewed at the end of June 2007 and may be
changed at that time.17.
    
    Stock Options:
    
    Your stock options will continue to vest as
long as you are an employee of the company.
Periodically, the NII Board will award stock
options to key employees. If the board
awards options, you will be considered for a
stock option grant by the board commensurate
with your job responsibilities and
performance.18.
    
    Continuing Education:
    
    NII will directly pay or reimburse
you for the cost of any continuing education,
including necessary travel expenses, to
fulfill the requirement to maintain your US
CPA status.19.
    
    Termination of Employment:
    
    As a US based employee, should you experience
an involuntary separation of employment
through no fault of your own, you will be
eligible under the benefits provided by NII
Holdings Severance Benefits policy.
Additionally, if you resign as a result of
any forced substantial change to duties and
responsibilities, or residence, this will be
considered termination for these purposes.
It is understood that in case of termination,
the Company would pay a minimum of one year
base salary and the bonus would be considered
earned in full in the year of termination
with no pro-rations. This clause would
supersede NIIs Severance Benefits policy
unless such policy is more beneficial to you.
In addition, in the event of termination,
the Company agrees to provide for medical
insurance for a period of one year from
termination.20.
    
    Financial Responsibilities:
    
    Except as specifically provided in this
Agreement, you will be responsible for all
financial obligations incurred by you during
the term of this assignment.21.
    
    Non-Competition and Confidentiality
    
    You have an existing Non-Competition and
Confidentiality Agreement on file, which you signed on March 30, 2006 and remains in
effect.




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Sincerely,/s/ Dayna ParkerDayna ParkerVice President, Human ResourcesNII Holdings, Inc.
  /s/ Jose FelipeJose Felipe