SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 6-K

                  REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO
                RULE 13a-16 OR 15d-16 OF THE SECURITIES EXCHANGE
                                   ACT OF 1934

                         FOR THE MONTH OF DECEMBER 2002

                         (Commission File No. 001-14489)

                  TELE CENTRO OESTE CELULAR PARTICIPACOES S.A.
                  --------------------------------------------
             (Exact name of registrant as specified in its charter)

                   TELE CENTRO OESTE CELLULAR HOLDING COMPANY
                   ------------------------------------------
                  (Translation of registrant's name in English)

           SCS-QUADRA 2, BLOCO C, EDIFICIO ANEXO-TELEBRASILIA CELULAR
           ----------------------------------------------------------
                            -7 ANDAR, BRASILIA, D.F.
                            ------------------------
                          FEDERATIVE REPUBLIC OF BRAZIL
                          -----------------------------
                    (Address of Principal Executive Offices)


        (Indicate by check mark whether the registrant files or will file
             annual reports under cover of Form 20-F or Form 40-F.)

                          Form 20-F  X        Form 40-F
                                    ---                 ---

                (Indicate by check mark whether the registrant by
                furnishing the information contained in this form
                is also thereby furnishing the information to the
                 Commission pursuant to Rule 12g3-2(b) under the
                        Securities Exchange Act of 1934.)

                                    Yes       No  X
                                        ---      ---

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                                                                  [LOGO OMITTED]

                  TELE CENTRO OESTE CELULAR PARTICIPACOES S.A.
                             A PUBLICLY-HELD COMPANY
                             CNPJ 02.558.132/0001-69



                                  SECOND NOTICE

                   GENERAL EXTRAORDINARY SHAREHOLDERS' MEETING

Given that the General Extraordinary Shareholders' Meeting called on December 9,
2002 did not take place due to a lack of a quorum, the President of the Board of
Tele Centro Oeste Celular  Participacoes  S.A, in conformity  with his legal and
statutory  attributions,  hereby  invites,  in this second and last notice,  all
shareholders  to attend  the  General  Extraordinary  Meeting  to be held by the
Company on December 20, 2002, at 10:30 A.M. at the Company's headquarters in the
city of Brasilia,  Federal  District of Brazil,  located at SETOR COMERCIAL SUL,
QUADRA 2, BLOCO C, ACESSO 226, EDIFICIO TELEBRASILIA CELULAR, 7 ANDAR, with the
following agenda:

a) to decide on the  amendment of article 10 of the Company's  bylaws,  so as to
   comply  with the terms of Law 10.303 of  December  10,  2001,  regarding  the
   rights granted to preferred shares;

b) to decide on the amendment of article 5 of the Company's  bylaws,  on account
   of the increase in the Company's  Capital Stock due to the  incorporation  of
   Telebrasilia   Celular   S/A  by  the   Company,   approved  at  the  General
   Shareholders' Meeting held on April 26, 2002;

c) to ratify the use of the retained  earnings for cancellation of the Company's
   preferred  shares in  treasury,  which took place upon the  incorporation  of
   Telebrasilia Celular S.A., as approved at the Company's Board Meeting held on
   May 5, 2002.


                              GENERAL INSTRUCTIONS

1. Requests for representation at the Meeting should be filed with the Company's
   Headquarters, located in the city of Brasilia, Federal District of Brazil, at
   SCS,  QUADRA 02,  BLOCO C,  ACESSO 226 ED.  TELEBRASILIA  CELULAR 7 ANDAR CEP
   70302-916, no later than 24 hours prior to the meeting.

2. The  shareholders   participating  in  the  Fungible  Custody  of  the  Stock
   Exchanges'  Nominal Shares who wish to take part in this Meeting are required

<PAGE>

   to provide a statement, which should be issued by the custodian no later than
   2 (two) days prior to the date of the Meeting,  containing  their  respective
   shareholding.

3. The  documents  related  to  the  issues  to  be  discussed  at  the  General
   Extraordinary  Shareholders'  Meeting  called  herein  are  available  to all
   shareholders at the Company's headquarters.


                         Brasilia-DF, December 9, 2002.


                              ALEXANDRE BELDI NETTO

                       CHAIRMAN OF THE BOARD OF DIRECTORS

<PAGE>

SIGNATURE

      Pursuant to the  requirements of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.



Tele Centro Oeste Cellular Holding Company


Date: December 10, 2002                By:  /S/ MARIO CESAR PEREIRA DE ARAUJO
                                            ------------------------------------
                                            Name:  Mario Cesar Pereira de Araujo
                                            Title: President