<PAGE>

                                                                     Exhibit 4.3

                          SUBORDINATED PROMISSORY NOTE

$2,200,000                  Houston, Texas                          May 17, 2002

TELETOUCH COMMUNICATIONS, INC., a Delaware corporation ("Maker"), for value
received, hereby promises to pay to the order of TLL PARTNERS, L.L.C., a
Delaware limited liability company ("Payee"), the principal sum of TWO MILLION
TWO HUNDRED THOUSAND AND NO/100ths DOLLARS ($2,200,000) or, if less, the
outstanding principal amount advanced under this Subordinated Promissory Note
(this "Note"), all in accordance with the terms of this Note.

1.       Principal.
         ---------

         Payee may from time to time on or after May 17, 2002 advance principal
under this Note to Maker, not to exceed the face amount of this Note. Payee's
records shall be presumptive evidence of the amounts advanced.

         Maker may from time to time prepay the outstanding principal amount of
this Note in whole or in part without premium or penalty; provided, however,
that no payment or prepayment shall be made until such time as the Senior Debt
(as defined below) is paid in full. Each prepayment of principal shall be
accompanied by payment of all accrued but unpaid interest on the principal
amount prepaid.

         Maker shall pay to Payee the outstanding principal amount of this Note
on the later of (a) the date on which the Pilgrim Debt is paid in full and (b)
May 10, 2007 (the "Maturity Date").

2.       Interest.
         --------

         The outstanding principal amount of this Note shall bear interest at
10.00% per annum calculated on the basis of a 365/366-day year for the actual
number of days elapsed.

         Maker shall pay to Payee all accrued but unpaid interest on principal
amounts prepaid as required in Section 1. Maker shall pay to Payee all accrued
but unpaid interest on the outstanding principal amount of this Note on the
Maturity Date.

3.       Payments Generally.
         ------------------

         Unless otherwise stated, all monetary amounts expressed under this Note
and all payments due under this Note are expressed in and shall be due in U.S.
Dollars. Maker shall make all payments required under this Note not later than
1:00 p.m., Houston, Texas, time on any date when due at such location as is
specified by Payee in writing in immediately available funds. Whenever any
payment to be made under this Note shall be stated to be due on a day other than
a day on which the banks in Houston, Texas, and New York, New York, are required
to be open (a "Business Day"), such payment shall be due and payable on the next
succeeding Business Day. If the date for payment of any obligation is not
specified in this Note, such

<PAGE>

obligation shall be payable upon demand. Any payments not made when due as a
result of the application of Section 5 shall be deemed not paid when due for the
purposes of this Note.

4.       Default and Remedies.
         --------------------

         It shall be an "Event of Default" under this Note if Maker fails to pay
when due any principal, interest, or other amount due under this Note.

         During the continuation of any Event of Default, Payee may declare by
written notice to Maker all amounts payable by Maker under this Note to be
immediately due and payable, whereupon such amounts shall become immediately due
and payable. Except as expressly provided for in this Note, Maker waives notice
of any default or event of default (however denominated), notice of intent to
accelerate, notice of acceleration, presentment, demand, notice of dishonor,
notice of setoff, notice of the initiation of any suit, notice of any action
against any credit support or collateral, and notice of any other action or
remedy.

         If Maker fails to pay when due any amount payable under this Note, the
amount not paid when due shall bear interest beginning on the date due until
paid in full at a rate per annum equal to 14.00% per annum, calculated on the
basis of a 365/366-day year for the actual number of days elapsed.

         As used herein, "Highest Lawful Rate" means the maximum lawful interest
rate that may be contracted for, charged, or received under the laws applicable
to this Note which are presently in effect or, to the extent allowed by law,
under such applicable laws which may hereafter be in effect and which allow a
higher maximum lawful interest rate.

         NOTWITHSTANDING the foregoing or any other term in this Note to the
contrary, it is the intention of Payee and Maker to conform strictly to any
applicable usury laws. Accordingly, if Payee contracts for, charges, or receives
any consideration in connection with this Note which constitutes interest in
excess of the Highest Lawful Rate, then any such excess shall be canceled
automatically and, if previously paid, shall at Payee's option be applied to the
outstanding principal amount of this Note or be refunded to Maker. In
determining whether any interest exceeds the Highest Lawful Rate, such interest
shall, to the extent permitted by applicable law, be amortized, prorated,
allocated, and spread in equal parts throughout the term of this Note.

         During the continuation of an Event of Default, Payee is authorized at
any time, to the fullest extent permitted by law, to setoff and apply any
indebtedness owed by Payee to Maker against any obligations of Maker under this
Note, irrespective of whether or not Payee shall have made any demand under this
Note and although such obligations may be contingent or unmatured.

         During the continuation of an Event of Default, Payee may exercise all
of its rights under this Note and all other rights at law or in equity.

         During the continuation of an Event of Default, all payments received
in respect of obligations under this Note shall be applied in the order
determined by Payee.

                                      -2-

<PAGE>

         No right, power, or remedy conferred to Payee in this Note or in any
documents securing or supporting this Note or now or hereafter existing at law,
in equity, by statute, or otherwise shall be exclusive, and each such right,
power, or remedy shall to the full extent permitted by law be cumulative and in
addition to every other such right, power, or remedy. No course of dealing and
no delay in exercising any right, power, or remedy conferred to Payee shall
operate as a waiver of or otherwise prejudice any such right, power, or remedy.
No notice to or demand upon Maker shall entitle Maker to similar notices or
demands in the future.

5.       Subordination.
         -------------

         5.1 Notwithstanding the foregoing provisions, the payment of any
principal, interest or other amounts under this Note (collectively, the
"Subordinated Debt") is subordinated, on the terms set forth in this Section 5,
to the payment of (a) any amounts (including interest accruing after the filing
of a petition initiating any Insolvency Proceeding (as defined below) with
respect to Maker or its assets) owing under the terms of the Accounts Receivable
Security Agreement and the Promissory Note, each dated as of the date hereof,
between Maker and First Community Financial Corporation ("FCFC"), as such
amounts and such agreement may be increased, extended, rearranged, amended,
supplemented, or otherwise modified from time to time (collectively, the "FCFC
Debt"), and (b) any principal, interest, or other amounts (including interest
accruing after the filing of a petition initiating any Insolvency Proceeding
with respect to Maker or its assets) owing under the terms of the Promissory
Note, Loan Modification Agreement and Second Amended and Restated Credit
Agreement dated as of the date hereof, made by Maker and payable to ING Prime
Rate Trust, f/k/a Pilgrim America Prime Rate Trust ("Pilgrim"), as such amounts
and related agreements may be increased, extended, rearranged, amended,
supplemented, or otherwise modified from time to time (collectively, the
"Pilgrim Debt") (collectively, the FCFC Debt and the Pilgrim Debt are referred
to as "Senior Debt," unless, in the case of any particular obligation, the
agreements creating or evidencing the same or pursuant to which the same is
outstanding expressly provide that such obligation shall not be Senior Debt
under this Note). The provisions of this Section 5 shall take precedence over
any conflicting provisions in this Note.

         5.2 No payment of principal, interest or other amount may be made by
Maker upon the Subordinated Debt until all principal, interest, and other
amounts (including interest accruing after the filing of a petition initiating
any Insolvency Proceeding with respect to Maker or its assets) owing under the
terms of the Senior Debt have been paid in full.

         5.3 If there shall exist a default in the payment of any principal,
interest or other amounts under the Subordinated Debt (a "Payment Default") or
any other event of default with respect to the Subordinated Debt (a "Nonpayment
Default"), Payee shall not take any Remedial Action (as defined below) with
respect to such Payment Default or Nonpayment Default until the date all Senior
Debt is paid in full and all commitments to fund additional Senior Debt have
been terminated. As used herein, "Remedial Action" means any action to (a) take
or receive from Maker or any other Person or its or their assets any payments on
, or assets securing, all or any portion of the Subordinated Debt whether by
collection, foreclosure, setoff, or any other judicial or nonjudicial action, or
(b) commence, or join with any Person in commencing, any suit, action, or
proceeding (including an Insolvency Proceeding) against Maker or any other
Person or its or

                                      -3-

<PAGE>

their assets to enforce payment of any portion of the Subordinated Debt or
enforce any of the rights and remedies under this Note or applicable law with
respect to the Subordinated Debt.

         5.4 Upon any distribution to creditors of Maker in a liquidation or
dissolution of Maker or in any bankruptcy, reorganization, insolvency,
receivership, or other similar proceeding (an "Insolvency Proceeding") with
respect to Maker or any of its assets, (a) the holders of the Senior Debt shall
be entitled to receive payment in full in cash, or to have such payment duly
provided for, of all amounts payable under or in respect of the Senior Debt
(including interest accrued after the commencement of such Insolvency Proceeding
in accordance with the terms of the Senior Debt) before Payee shall be entitled
to receive from Maker or its assets any payment under or in respect of the
Subordinated Debt and (b) until the holders of the Senior Debt have received
such payment in full in cash, or such payment is duly provided for, any
distribution from Maker or its assets to which Payee would otherwise be entitled
shall be made to the holders of the Senior Debt.

         5.5 Payee shall be obligated to hold in trust for, and to pay over
promptly to, the holders of the Senior Debt all payments, set-offs and
distributions received by Payee in contravention of the restrictions contained
in this Note.

         5.6 Payee shall not create, assume, or suffer to exist any Liens (as
defined below) on any collateral securing repayment of the Subordinated Debt.
Any Liens existing in violation of the foregoing shall be fully subordinate to
any Liens in favor of any holders of Senior Debt which secures any Senior Debt.
At the request of the holders of any Senior Debt, Maker and Payee shall take any
steps necessary to fully effect the release of any such Lien. As used herein,
"Liens" means any mortgage, lien, pledge, charge, deed of trust, security
interest, encumbrance, or other type of preferential arrangement to secure or
provide for the payment of any obligation, whether arising by contract,
operation of law, or otherwise (including any title retention for such purposes
under any conditional sale agreement, any capital lease, or any other title
transfer or retention agreement)

         5.7 Subject to the applicable provisions of the instruments evidencing,
securing or otherwise relating to all or any portion of the Senior Debt, the
provisions of this Section 5 are irrevocable and the holders of all or any
portion of the Senior Debt may, without notice to any of the parties hereto and
without impairing or releasing the obligations of Maker and Payee hereunder, (i)
create additional or extend or otherwise modify Senior Debt; (ii) change the
terms of or increase the amount of the Senior Debt by increasing, extending,
rearranging, amending, supplementing, or otherwise modifying any agreement
creating Senior Debt; (iii) sell, exchange, release, take possession of, dispose
of, or otherwise deal with any collateral securing any Senior Debt; (iv) release
anyone, including Maker or any guarantor, liable in any manner for the payment
or collection of any Senior Debt; (v) exercise or refrain from exercising any
rights against the collateral, Maker or any other Person; or (vi) apply any sums
received by any holders of the Senior Debt, from whatever source, to the payment
of the Senior Debt.

         5.8 Whenever in this Note reference is made to notices or payments to
or from the holders of Senior Debt or Payee, such notices or payments may be
made to any respective agent, trustee, or representative thereof. The provisions
of this Section 5 shall be enforceable against

                                      -4-

<PAGE>

Maker or Payee by any holder of Senior Debt. Specifically, any holder of Senior
Debt is a third-party beneficiary under this Note.

         5.9  Any holder of Senior Debt shall have no duty to preserve, protect,
care for, insure, take possession of, collect, dispose of or otherwise realize
upon any collateral, and in no event shall the holder of any Senior Debt be
deemed to be the agent of the holder of any Subordinated Debt with respect to
any collateral. All proceeds received by the holder of any Senior Debt with
respect to any collateral may be applied, first, to pay or reimburse the holder
of any Senior Debt for all costs and expenses (including reasonable attorneys'
fees and costs) incurred by the holder of any Senior Debt in connection with the
collection of such proceeds, and, second, to any Senior Debt, in any order that
it may choose.

         5.10 In the event of any receivership, insolvency, bankruptcy,
assignment for the benefit of creditors, reorganization or arrangement with
creditors, whether or not pursuant to bankruptcy law, the sale of all or
substantialy all of the assets of the Maker, dissoultion, liquidation or any
other marshalling of the assets or liabilities of the Maker, the Payee will file
all claims, proofs of claim or other instruments of similar character necessary
to enforce the obligations of Maker in respect of the Senior Debt and will hold
in trust for the holders of the Senior Debt and promptly pay over to the holders
of the Senior Debt in the form received (except for the endorsement of the Payee
where necessary) for application to the then-existing Senior Debt, any and all
moneys, dividends or other asets received in any such proceeding on account of
the Subordinated Debt, unless and until the Senior Debt has been paid in full.
If the Payee shall fail to take any such action, the holders of the Senior Debt,
as attorney-in-fact for the Payee, may take such action on the Payee's behalf.
The Payee hereby irrevocably appoints the holders of the Senior Debt, or any of
their officers or employees on behalf of the holders of the Senior Debt, as the
attorney-in-fact for the Payee (which appointment is coupled with an interest)
with the power but not the duty to demand, sue for, collect and receive any and
all such moneys, dividends or other assets and give acquittance therefor and to
file any claim, proof of claim or other instrument or similar character, to vote
claims comprising the Subordinated Debt to accept or reject any plan of partial
or complete liquidation, reorganization, arrangement, composition or extension
and to take such other action in the holders of the Senior Debt's own name or in
the name of the Payee as the holder of the Senior Debt may deem necessary or
advisable for the enforcement of the agreements contained herein; and the Payee
will execute and deliver to the holders of the Senior Debt such other and
further powers-of-attorney or insturments as the holders of the Senior Debt may
request in order to accomplish the foregoing. If the holders of the Senior Debt
desrie to permit the use of cash collateral or to provide post-petition
financing to the Maker, the Payee shall not object to the same or assert that
its intersts are not adequartely protected.

         5.11 The Payee is the lawful holder of the Subordinated Debt and has
not transferred any interest therein to any other person. Without the prior
written consent of the holders of the Senior Debt, the Payee will not assign,
transfer, pledge to any other person any of the Subordinated Debt or agree to a
discharge or forgiveness of the same.

6.       Miscellaneous.
         -------------

                                      -5-

<PAGE>

         This Note shall be governed by the laws of the State of Texas without
regard to conflicts of law principles which would select another law.

         EXECUTED as of the date first above written.

TELETOUCH COMMUNICATIONS, INC.              TLL PARTNERS, L.L.C.

By:                                         By:
    ----------------------------                --------------------------------
Name:                                       Name:
     ---------------------------                  ------------------------------
Title:                                      Title:
       -------------------------                  ------------------------------

                                      -6-