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 APRIL 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
                                      ---    ---
<PAGE>

                   TELE CENTRO OESTE CELULAR PARTICIPACOES S/A

                 CNPJ/MF n 02.558.132/0001-69 / NIRE 53300005800

                             A Publicly-Held Company


                   MINUTES OF THE GENERAL SHAREHOLDERS MEETING

                             HELD ON APRIL 29, 2002


On the 29th  (twenty-ninth)  day of April 2002  (two-thousand and two), at 10:00
(ten o'clock AM), at the Company's headquarters, located at SETOR COMERCIAL SUL,
QUADRA 2, BLOCO C, ACESSO 226, EDIFICIO TELEBRASILIA CELULAR, 7 ANDAR, BRASILIA,
DF,  shareholders of Tele Centro Oeste Celular  Participacoes S/A held a General
Shareholders  Meeting.  These shareholders  represent the majority of the voting
shares,  according  to the  entries  in the  Shareholders'  Attendance  Logbook.
Following the  provisions  in article 128 of law number  6404/76 and equally the
provisions in article 14 of the Company's Bylaws,  the Chairman of the Board Mr.
MARIO CESAR PEREIRA DE ARAUJO conducted the works and appointed  myself,  ARTHUR
ANTONIO MAGALHAES FONSECA,  to act as secretary.  Prior to starting the assembly
the  President  reported the  presences of Mr. AUREO  MONTEIRO DE MORAES and Mr.
AUGUSTO  PATARELI,  members  of the  Company's  Statutory  Audit  Committee,  as
required  by  article  164 of law  number  6404/76,  Mr.  LUIZ  CARLOS  NANNINI,
representing  ERNST  &  YOUNG  AUDITORES   INDEPENDENTES  S/C,  as  required  by
dispositions under article 134 of Law 6404/76, and of Mr. ANTONIO GOMES DE LIMA,
of the  Company's  Accounting  Department.  The Chairman  also informed that any
dissenting protest,  questions or requests relative to the matters to be decided
therein  should be  presented to the board in writing.  Starting  the works,  he
informed  that the Assembly was being held in  conformity  with the terms in the
Call for  Attendance  published  in DIARIO  OFICIAL DO  DISTRITO  FEDERAL in the
issues of April 15, April 16 and April 17 (on pages 38, 56 and 60  respectively)
and in GAZETA MERCANTIL NACIONAL,  in the April 12, April 15 and April 16 issues
(on pages A-6,  C-64 and A-14  respectively),  according  to article  124 of law
number  6404/76,  with  the  following  ORDER  OF THE DAY:  (1) to  receive  the
administrators'  Statement  of  Accounts  and to  examine,  discuss and vote the
financial  statements  and the  Administrative  Report  referring to fiscal year
ended  December 31,  2001;  (2) to decide on the  destination  of the net profit
obtained in the period; (3) to approve the distribution of dividends,  including
the homologation of the values defined by the Board for distribution as Interest
on Owned Capital and as dividends;  (4) to establish the date for payment of the
Interest on Owned Capital;  (5) to choose the members of the Company's Statutory
Audit Committee;  (6) to establish the values for remuneration of the members of
the Statutory  Audit  Committee;  (7) to inform the names of the newspapers that
will be used by the Company for its Press Release, as provided in paragraph 3 of
article  289 of law number  6404/76.  MOVING ONTO ITEM 1 IN THE ORDER OF THE DAY
the  President  then  submitted  the  Company's  financial  statements  and  the

<PAGE>

administrative report, together with the report prepared by independent auditors
ERNST & YOUNG and the  Statutory  Committee's  report  relative  to fiscal  year
closed December 31, 2001 and published by the DIARIO OFICIAL DO DISTRITO FEDERAL
in the March 27,  2002 issue (page 67) and by GAZETA  MERCANTIL  NACIONAL in the
March 27, 2002 issue (page  C-12),  copies of which have been made  available to
the  shareholders  attending.  After the matter was submitted to discussion  and
voted, it was unanimously  approved.  The BANCO DO BRASIL PENSION FUND (Caixa de
Previdencia  dos  Funcionarios  do Banco do Brasil)  abstained from voting.  The
President then submitted ITEMS 2 AND 3 of the order of the day,  relative to the
destination of the net profit obtained in the period and to the  distribution of
complementary dividends, including the homologation of the values distributed as
Interest on Owned Capital and dividends,  respectively.  The President submitted
the  Proposal  presented  by  the  Administration   regarding  the  items  under
appreciation,  which  was  entirely  read by the  Secretary  and  which  had the
following  content:  "TO ALL SHAREHOLDERS:  In accordance with article 34 of the
Company's Bylaws, the Administration of Tele Centro Oeste Celular  Participacoes
S/A  proposes  the  following  distribution  of Net  Income  in the  value of R$
208,104,165.79  (two hundred and eight  million,  one hundred and four thousand,
one hundred and sixty five  Brazilian  Reais and seventy nine  cents):  1. LEGAL
RESERVE.   In  conformity   with  article  193  of  law  number   6404/76,   the
Administration  proposes  to  direct  5% (five  percent)  of that Net  Income to
constituting a Legal Reserve in the value of R$ 10,405,208.29 (ten million, four
hundred and five thousand, two hundred and eight Brazilian Reais and twenty nine
cents); 2. INTEREST ON OWNED CAPITAL AND DIVIDENDS. From the adjusted net income
obtained in the fiscal year ended December 31, 2001, in conformity  with article
34 of the Company's  Bylaws and as decided by the Company's  Board of Directors,
the   Administration   proposes  to  direct  to  the  owners  of  the  Company's
preferential  and common shares,  interest on owned capital and dividends in the
value of R$  74,500,079.00  (seventy  four  million,  five hundred  thousand and
seventy  nine  Brazilian  Reais),  representative  of 25.22%  of the net  profit
obtained in the  period,  with an  addition  of R$  97,675,880.47  (ninety-seven
million,  six  hundred  and  seventy-five  thousand,  eight  hundred  and eighty
Brazilian  Reais  and  forty-seven  cents),  relative  to the  reversion  of the
Unrealized  Income  Reserve,  of which R$  40,500,079.00  (forty  million,  five
hundred  thousand and  seventy-nine  Brazilian Reais) would be paid as dividends
and R$ 34,000,000.00  (thirty-four  million  Brazilian  Reais),  net of Withheld
Income  Tax,  would be paid as Interest  on Owned  Capital  and  included in the
calculation of the minimum  mandatory  dividend.  The shareholders  will set the
date for payment of the  respective  dividends  and  interest on owned  capital.
Below  are  described  in  detail  all the  decisions  reached  by the  Board of
Directors  relative to the payment of dividends and interest on owned capital to
be approved by the General Assembly:

1. INTEREST ON OWNED  CAPITAL:  In  accordance  with article 35 of the Company's
Bylaws  and with  article 9 of Law  9249/95  and CVM  Instruction  207/96,  this
administration  proposes the approval of the following  distribution of interest
on  owned  capital  in the  gross  amount  of R$  40,000,000.00  (forty  billion
Brazilian  Reais)  after  deduction  of the due income tax, to the owners of the
Company's preferred and common shares, as decided by the Board of Directors. The
distribution  of interest on owned capital should be included in the calculation
of the minimum mandatory dividend:

<PAGE>

1.a) INTEREST ON OWNED CAPITAL PAYABLE BASED ON SHAREHOLDING AT JUNE 30, 2001
<TABLE>
<CAPTION>
                                                --------------------------------------------------------------
                                                   COMMON SHARES      PREFERRED SHARES           TOTAL
     ---------------------------------------------------------------------------------------------------------
     <S>                                         <C>                  <C>                  <C>
     Number of shares                            126,433,338,109      240,029,997,060      366,463,335,169
     ---------------------------------------------------------------------------------------------------------
     Total interest on owned capital                5,175,142.72         9,824,857.28        15,000,000.00
     ---------------------------------------------------------------------------------------------------------
     Total interest on owned                        0.0000409318         0.0000409318        0.0000409318
     capital per share
     ---------------------------------------------------------------------------------------------------------
</TABLE>
1.b) INTEREST ON OWNED CAPITAL PAYABLE BASED ON SHAREHOLDING AT
     DECEMBER 18, 2001
<TABLE>
                                                --------------------------------------------------------------
                                                   COMMON SHARES      PREFERRED SHARES           TOTAL
     ---------------------------------------------------------------------------------------------------------
     <S>                                         <C>                  <C>                  <C>
     Number of shares                            125,686,160,397      239,693,097,060      365,379,257,457
     ---------------------------------------------------------------------------------------------------------
     Total interest on owned capital                8,599,705.50        16,400,294.50        25,000,000,00
     ---------------------------------------------------------------------------------------------------------
     Total interest on owned                      0.000068422056       0.000068422056       0.000068422056
     capital per share
     ---------------------------------------------------------------------------------------------------------
</TABLE>
2. DIVIDENDS
In addition, as provided by article 35 of the Company's Bylaws and in accordance
with  article  202 of law  number  6404/76,  this  administration  proposes  the
approval  of  the  following  distribution  of  dividends  in the  amount  of R$
40,500,079.00 (forty million,  five hundred thousand and seventy-nine  Brazilian
Reais) to the owners of the Company's preferred and common shares, as decided by
the Company's Board of Directors:
2.a) INTEREST ON OWNED CAPITAL PAYABLE BASED ON SHAREHOLDING AT MARCH 25, 2002
<TABLE>
                                                --------------------------------------------------------------
                                                   COMMON SHARES      PREFERRED SHARES          TOTAL
     ---------------------------------------------------------------------------------------------------------
     <S>                                         <C>                  <C>                 <C>
     Number of shares                            125.686.160.397      239,693,097,060     365,379,257,457
     ---------------------------------------------------------------------------------------------------------
     Total Dividends                               13,931,550.10        26,568,528.90       40,500,079.00
     ---------------------------------------------------------------------------------------------------------
     Dividends per share                          0.000110843947       0.000110843947      0.000110843947
     ---------------------------------------------------------------------------------------------------------
</TABLE>

1. Accumulated profit

The Administration  proposes that the remaining balance of Net Income,  added to
the  amount  of  R$  97,675,880.47   (ninety-seven   million,  six  hundred  and
seventy-five thousand,  eight hundred and eighty Brazilian Reais and forty-seven
cents)  relative to the  reversion  of the  reversion of the  Unrealized  Income
Reserve,  totaling  the amount of R$  214,874,758.97  (two  hundred and fourteen
million, eight hundred and seventy-four thousand,  seven hundred and fifty-eight

<PAGE>

Brazilian  Reais  and  ninety-seven  cents),  remain in the  Accumulated  Profit
account  as  Retained  Profit,  in  conformity  with  article  196 of law number
6404/76,  for future Capital  increase aiming at the  profit-retention  required
from the  controlled  companies  for  expansion  of their  plants,  based on the
capital budget to be submitted and approved in General Assembly.

                                                                       R$
--------------------------------------------------------------------------------
Net Income in the period                                         208,104,165.79
--------------------------------------------------------------------------------
(+) Reversion of Unrealized profit reserve                        97,675,880.47
--------------------------------------------------------------------------------
(-) Legal reserve                                                (10,405,208.29)
--------------------------------------------------------------------------------
(=) ADJUSTED NET INCOME IN THE PERIOD                            295,374,837.97
--------------------------------------------------------------------------------
(-) proposed Interest on Owned Capital (gross value)             (40,000,000.00)
--------------------------------------------------------------------------------
(-) Proposed dividends                                           (40,500,079.00)
--------------------------------------------------------------------------------
ACCUMULATED PROFIT IN THE PERIOD                                 214,874,758.97
--------------------------------------------------------------------------------

Brasilia-DF,  April 10, 2002.  ALEXANDRE  BELDI  NETTO,  Chairman of the Board".
After being submitted to discussion and voted, the Administration's proposal and
the capital  budget were  unanimously  approved.  The Chairman also informed the
shareholders that the  documentation  relative to items 1 through 3 in the order
of the day are  from  now on part of the  present  minutes  and  shall  be filed
appropriately  with the  Company.  The BANCO DO BRASIL  PENSION  FUND  (Caixa de
Previdencia dos  Funcionarios do Banco do Brasil)  abstained from voting items 2
and 3.  Moving  on to ITEM 4 IN THE  ORDER OF THE DAY,  relative  to the date of
payment of the Interest on Owned Capital and Dividends,  the Chairman  submitted
the  proposal to carry out the payment of the dividend and the Interest on Owned
Capital  approved above in the value of R$  40,500,079.00  (forty million,  five
hundred  thousand  and  seventy-nine  Brazilian  Reais),  which was  unanimously
approved   and  R$   34,000,000.00   (thirty-four   million   Brazilian   Reais)
respectively,  prior to the end of the month of September of the current  fiscal
year,  in the terms of article 205 of law 6404/76.  The BANCO DO BRASIL  PENSION
FUND (Caixa de Previdencia dos  Funcionarios do Banco do Brasil)  abstained from
voting  items 2 and 3. Moving on to ITEM 5 IN THE ORDER OF THE DAY,  relative to
the  election of the members of the  Company's  Statutory  Audit  Committee,  as
provided under article 161 of law number 6404/76, the owners of preferred shares
voted separately and elected as their  representative in the Audit Committee Mr.
JOAO JOSE CAIAFA TORRES, a married  Brazilian  citizen,  a bank clerk registered
with the Brazilian  National  Registry under number  10.820-CRC/MG  and with the
Brazilian  National  Tax Roll (CPF) under  number 010 570 496-20,  residing  and
domiciled in  Brasilia-DF,  at SQS 206 BLOCO "A" APTO 404 as a FULL MEMBER,  and
Mr. ADELIO REZENDE ARAUJO, a married Brazilian  citizen, a bank clerk registered
with the Brazilian National Registry under number  637.055-SSP-DF and CPF number

<PAGE>

019.913.371-91,  residing and  domiciled at SHIS QUADRA Q-17 CONJUNTO 7 CASA 05,
LAGO SUL,  BRASILIA-DF as a SUBSTITUTE MEMBER. As provided under item "b" of the
law mentioned above, the major shareholder, in the person of his representative,
appointed the following  persons,  who were elected:  Mr.  AUGUSTO  PATARELI,  a
married Brazilian citizen,  an economist  registered with the Brazilian National
Registry under number  627.087-SSP-DF  and CPF/MF n 207.313.618-49,  residing in
Brasilia-DF,  at SQN 202 BLOCO F, APTO.  102; Mr.  FRANCISCO JOSE BECKER DIAS, a
married  Brazilian  citizen,  an  electronical   engineer  registered  with  the
Brazilian   National   Registry  under  number   32229366-2-SSP-SP   and  CPF/MF
108.566.410-49,  residing in the city of Sao Paulo-SP,  at RUA DEPUTADO  LAERCIO
CORTE,  350/101-A;  Mr. AUREO MONTEIRO DE MORAES, a married Brazilian citizen, a
business  administrator  registered with the Brazilian  National  Registry under
number 173.435-SSP-DF and CPF/MF 023.635.771-91,  residing in Brasilia-DF, at QE
26 CONJ. O CASA 20 - GUARA II; Mr. RENE DE OLIVEIRA GARCIA JUNIOR,  an unmarried
Brazilian citizen, an economist  registered with the Brazilian National Registry
under  number  05.664.151-7  - SSP-SP and CPF/MF  666.171.707-68,  residing  and
domiciled  in Rio de Janeiro,  at AV. RUI BARBOSA,  N 566/601,  FLAMENGO as FULL
MEMBERS and Mr. JORGE ALVES MEDEIROS,  a married Brazilian citizen, an economist
registered with the Brazilian National Registry under number  246.157-SSP-DF and
CPF/MF n 127.054.247-00, residing in the city of Brasilia, DF, at AOS, QUADRA 5,
BLOCO B, APTO. 108; Mr.  EZEQUIAS  FERREIRA,  a married  Brazilian  citizen,  an
accountant   registered  with  the  Brazilian  National  Registry  under  number
160.376-SSP-DF and CPF/MF 076.262.741-72, residing in Brasilia-DF, at SHN QUADRA
2 BLOCO J, LOJA 116, ED. GARVEY PARK HOTEL;  Mr.  FRANCISCO DE ASSIS NOGUEIRA DA
SILVA, a married Brazilian citizen, an accountant  registered with the Brazilian
National  Registry  under  number  089.709-SSP-DF  and  CPF/MF   038.407.941-53,
residing in the city of  Brasilia-DF,  at SQS 206, BLOCO D,  APARTAMENTO 202 and
Mr. ISAIR BARRETO DE MELO, a married Brazilian citizen, an accountant registered
with the Brazilian  National  Registry under number  1.984.668 IFP-RJ and CPF/MF
022.788.637-20,  residing at SHCGN 710 BLOCO U CASA 13 BRASILIA-DF as SUBSTITUTE
MEMBERS to compose the Company's  Statutory  Audit Committee until a new General
Shareholders  Meeting is held in the year 2003.  The  elected  members  declared
having no  involvement  with any felonious act which impede their  occupation of
the  above  mentioned  positions.  Moving  on to ITEM 6 in the Order of the Day,
relative to the remuneration of both the  administrators  and the members of the
Audit  Committee,  the major  shareholder  in the person of his  representative,
proposed  as  remuneration  of the  administrators  and the members of the Audit
Committee  the annual  amount of R$  1,500,000.00  (one million and five hundred
thousand  Brazilian Reais),  to be distributed by the Board of Directors,  which
was unanimously approved. The BANCO DO BRASIL PENSION FUND (Caixa de Previdencia
dos Funcionarios do Banco do Brasil) abstained from voting.  Moving on to ITEM 7
in the order of the day, the Chairman of the Board initially  clarified that the
Company  had to pay high costs for  publishing  its Acts  during the fiscal year
ended December 2001,  given that the General  Assembly  appointed only one major
newspaper for the referred  publications,  which reduced the Company's  power to
negotiate  prices with the referred to newspaper,  leading to a loss on the part
of the Company and all its shareholders. Due to this fact and aiming to reduce

<PAGE>

the costs incurred by the Company for the  publication of its corporate acts and
nevertheless  always  respecting  the publicity  principle and the  dispositions
under article 289 of law 6404/76 and all the remaining  applicable  regulations,
the Chairman  submitted the  authorization  for the Company to conduct a bidding
process and choose one of the following major newspapers,  which was unanimously
approved: for the Company's official publications,  GAZETA MERCANTIL NACIONAL, O
ESTADO DE SAO PAULO or VALOR ECONOMICO. In addition, all the Company's corporate
acts should also be published by the DIARIO  OFICIAL DO DISTRITO  FEDERAL and by
all other means  provided  by law.  The BANCO DO BRASIL  PENSION  FUND (Caixa de
Previdencia dos Funcionarios do Banco do Brasil) abstained from voting.  With no
further  issues to address in the order of the day, the Assembly  adjourned  and
the present  minutes  were drawn.  After the  session was  reopened  the present
minutes  were  read,  approved  and  signed by the  representative  of the Major
Shareholder,  by all other  shareholders who wished to do so, by the Chairman of
the Board and by his secretary.  Brasilia-DF, April 29, 2002. I certify that the
present  minutes  represent the copy of its original,  drawn in the  appropriate
minute book.

                          MARIO CESAR PEREIRA DE ARAUJO
                              CHAIRMAN OF THE BOARD

                          REINALDO FELISBERTO DAMACENA
                   REPRESENTATIVE OF THE MAJORITY SHAREHOLDER

                              CINTIA SILVA CARNEIRO
                 P.P. GLOBAL ADVANTAGE F. EMERGING MARKETS FUND
                          STATE STREET EMERGING MARKETS
                  DG BANK LUXEMBOURG REFERENCE PRO FONDS EM. M.
                      F&C EMERGING MARKETS COMMINGLED TRUST
                  FRANK RUSSEL INVEST. CO-EMERG. MARKETS FUND.


                             ANTONIO DE PADUA ARAUJO
          P.P. CAIXA DE PREVIDENCIA DOS FUNCIONARIOS DO BANCO DO BRASIL


                        ARTHUR ANTONIO MAGALHAES FONSECA
                                    SECRETARY

<PAGE>

--------------------------------------------------------------------------------

THIS  RELEASE  CONTAINS  FORWARD-LOOKING  STATEMENTS.  STATEMENTS  THAT  ARE NOT
STATEMENTS  OF  HISTORICAL  FACT,  INCLUDING  STATEMENTS  ABOUT THE  BELIEFS AND
EXPECTATIONS OF THE COMPANY'S MANAGEMENT,  ARE FORWARD-LOOKING  STATEMENTS.  THE
WORDS "ANTICIPATES," "BELIEVES," "ESTIMATES," "EXPECTS," "FORECASTS," "INTENDS,"
"PLANS," "PREDICTS,"  "PROJECTS" AND "TARGETS" AND SIMILAR WORDS ARE INTENDED TO
IDENTIFY THESE STATEMENTS, WHICH NECESSARILY INVOLVE KNOWN AND UNKNOWN RISKS AND
UNCERTAINTIES.  ACCORDINGLY, THE ACTUAL RESULTS OF OPERATIONS OF THE COMPANY MAY
BE DIFFERENT FROM THE COMPANY'S CURRENT EXPECTATIONS,  AND THE READER SHOULD NOT
PLACE  UNDUE  RELIANCE  ON  THESE  FORWARD-LOOKING  STATEMENTS.  FORWARD-LOOKING
STATEMENTS  SPEAK ONLY AS OF THE DATE THEY ARE MADE,  AND THE  COMPANY  DOES NOT
UNDERTAKE ANY  OBLIGATION TO UPDATE THEM IN LIGHT OF NEW  INFORMATION  OR FUTURE
DEVELOPMENTS.

<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: April 30, 2002              By:    /S/ MARIO CESAR PEREIRA DE ARAUJO
                                      ------------------------------------------
                                      Name:  Mario Cesar Pereira de Araujo
                                      Title: President