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 MARCH 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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                   TELE CENTRO OESTE CELULAR PARTICIPACOES S/A
                             A PUBLICLY-HELD COMPANY

            CNPJ/MF n(0)02.558.132/0001-69


                  TO ALL SHAREHOLDERS

                              PAYMENT OF DIVIDENDS

We hereby inform all  shareholders  of Tele Centro Oeste  Celular  Participacoes
S.A.  ("TCO")  that on March 12,  2002 the Board of Tele  Centro  Oeste  Celular
("TCO") decided to credit  dividends  relative to the fiscal year ended December
31, 2001, in the value of R$  0.000110843947  per share,  as anticipation of the
minimum compulsory dividend relative to fiscal year 2001.

The  value  of the  dividends  will  be  calculated  based  on the  position  of
shareholders stock at March 25, 2002 and will be paid free of income tax.

The payment of the above-mentioned  dividends will be effected by BANCO ABN AMRO
REAL S/A - the depositary  institution for the respective  shares - at a date to
be decided in a General Shareholders Meeting to be held in 2002.

The shareholders using Fiduciary Custodies will have their dividends credited in
accordance with the procedures provided by the Stock Markets.

We insist on the fact that as of March 26, 2002  inclusive,  any of these shares
will have to be traded in the market on an EX-DIVIDEND basis.

Further  information may be obtained from the Stock  Department of ABN AMRO REAL
S/A, located at AV.  PAULISTA,  1374, 8(0) ANDAR - CERQUEIRA CESAR - SAO PAULO -
SP - CEP. 01310-916.

                            Brasilia, March 13, 2002


                          MARIO CESAR PEREIRA DE ARAUJO
                    President and Head of Investor Relations



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<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: March 15, 2002              By: /S/ MARIO CESAR PEREIRA DE ARAUJO
                                      ------------------------------------------
                                      Name:  Mario Cesar Pereira de Araujo
                                      Title: President