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                                                                    Exhibit 2.2

                               SUPPORT AGREEMENT

                               December 19, 2001

US Unwired Inc.
901 Lakeshore Drive
Lake Charles, Louisiana 70601

Ladies and Gentlemen:

   For the purpose of inducing US Unwired Inc., a Louisiana corporation
("USU"), to enter into an Agreement and Plan of Merger (the "Merger Agreement")
by and among USU, Northeast Unwired Inc., a Delaware corporation and
wholly-owned subsidiary of USU ("Merger Sub"), and IWO Holdings, Inc., a
Delaware corporation ("IWO"), pursuant to which Merger Sub will merge with and
into IWO (the "Merger") and IWO's stockholders, subject to the terms of the
Merger Agreement, will receive shares of USU capital stock in exchange for
their shares of IWO capital stock, the undersigned stockholder of IWO (the
"Stockholder") confirms its agreement with you as follows:

    1. The Stockholder represents, warrants and agrees that Schedule 1 annexed
       hereto sets forth the shares of capital stock of IWO of which the
       Stockholder or its affiliates (as defined under the Securities Exchange
       Act of 1934, as amended (the "Exchange Act")) is the record or
       beneficial owner (as defined in Rule 13d-3 under the Exchange Act) (such
       shares herein referred to as the "Shares") and the Stockholder and its
       affiliates are the lawful owners of the Shares, with sole and full power
       to vote or direct the voting of the Shares for and on behalf of all
       beneficial owners of the Shares with no limitations, qualifications or
       restrictions on such power, other than those limitations, qualifications
       or restrictions created by or arising pursuant to this Agreement or as
       set forth in the Amended and Restated Stockholders Agreement dated as of
       December 4, 2000 (the "Stockholders Agreement") by and among IWO and
       certain of its stockholders; and except as set forth in Schedule 1 or
       pursuant to the Stockholders Agreement neither the Stockholder nor any
       of its affiliates owns or holds any rights to acquire any additional
       shares of capital stock of IWO (other than pursuant to employee stock
       options or warrants outstanding as of the date hereof) or any interest
       therein or any voting rights with respect to any additional shares of
       capital stock of IWO.

    2. Except as set forth in the Stockholders Agreement, the Shares are owned
       free and clear of any rights of first refusal, co-sale rights, liens,
       rights to purchase or acquire, charges or other encumbrances and any
       voting agreements or restrictions with respect to voting, other than any
       of the foregoing created by or arising out of this Agreement.

    3. The Stockholder has the legal capacity and full power and authority to
       enter into and carry out the terms of this letter agreement and to
       perform its obligations hereunder. This letter agreement has been duly
       and validly authorized, executed and delivered by the Stockholder and
       constitutes a valid and binding agreement of the Stockholder,
       enforceable against the Stockholder in accordance with its terms.

    4. The execution and delivery of this letter agreement by the Stockholder
       do not, and the performance of this letter agreement by the Stockholder
       will not, (i) conflict with or violate any governing instrument of the
       Stockholder if it is not a natural person, (ii) conflict with or violate
       any law applicable to the Stockholder or by which the Stockholder or any
       of its properties or assets is bound or affected, or (iii) require any
       consent, approval or notice under any law applicable to the Stockholder
       or by which any of its properties or assets is bound or affected.

    5. The Stockholder agrees that it will not, and will not permit any of its
       affiliates to, directly or indirectly (including, without limitation,
       through the disposition or transfer of any equity interest in another
       person) (a) transfer, assign, sell, grant any option with respect to,
       exchange, pledge or otherwise

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       dispose of or encumber (collectively, "Transfer"), or enter into any
       agreement, arrangement or understanding with respect to a Transfer, any
       Shares or any interest therein or securities convertible thereinto or
       any voting rights with respect thereto other than (i) pursuant to the
       Merger, (ii) to its affiliates who execute a letter agreement
       substantially in the form of this letter agreement or (iii) with USU's
       prior written consent, (b) grant any proxies, other than to USU or
       pursuant to this letter agreement, or enter into any voting trust or
       other agreement, arrangement or understanding with respect to the voting
       of any Shares.


    6. The Stockholder agrees, and will cause its affiliates, to cooperate
       fully with USU in connection with the Merger Agreement and the
       transactions contemplated thereby. The Stockholder agrees that, during
       the term of this letter agreement, it will not, and will not permit any
       of its affiliates to, directly or indirectly (including through its
       directors, officers, employees or other representatives) solicit,
       initiate, encourage or facilitate, or furnish or disclose non-public
       information in furtherance of, any inquiries or the making of any
       proposal with respect to any recapitalization, merger, consolidation or
       other business combination involving IWO, or acquisition of any capital
       stock (other than upon exercise of IWO Options or IWO Warrants (each as
       defined in the Merger Agreement) which are outstanding as of the date
       hereof) or any material portion of the assets (except for acquisition of
       assets in the ordinary course of business consistent with past practice)
       of IWO, or any combination of the foregoing other than as permitted by
       the Merger Agreement (a "Competing Transaction"), or negotiate, explore
       or otherwise engage in discussions with any person (other than USU,
       Merger Sub or their respective directors, officers, employees, agents
       and representatives) with respect to any Competing Transaction or enter
       into any agreement, arrangement or understanding with respect to any
       Competing Transaction or agree to otherwise assist in the effectuation
       of any Competing Transaction; provided, however, that nothing herein
       shall prevent the Stockholder from taking any action, after having
       notified USU thereof, or omitting to take any action solely as a member
       of the Board of Directors of IWO required so as not to violate such
       Stockholder's fiduciary obligations as a director of IWO after
       consultation with outside counsel.

    7. The Stockholder agrees that at any meeting of the stockholders of IWO
       called to consider and vote to approve the Merger Agreement and/or the
       transactions contemplated thereby or any Competing Transaction, and at
       every adjournment or postponement thereof, or in connection with any
       written consent of stockholders of IWO in lieu of such a meeting, all of
       the capital stock of IWO, including the Shares (to the extent of its
       voting rights), beneficially owned by the Stockholder or its affiliates,
       or over which the Stockholder or any of its affiliates has voting power
       or control, directly or indirectly, will be voted (a) in favor of the
       adoption of the Merger Agreement and the approval of the Merger and each
       of the other transactions contemplated by the Merger Agreement
       (regardless of whether IWO recommends to its stockholders the approval
       and adoption of the Merger Agreement and the Merger), (b) against any
       Competing Transaction, and (c) against any action that is intended, or
       could reasonably be expected to, impede, frustrate, interfere with,
       impair, delay, adversely affect or prevent consummation of the Merger or
       any of the other transactions contemplated by the Merger Agreement.

    8. The Stockholder agrees that, at or prior to the Effective Time, the
       Stockholder will execute and deliver to U SU an agreement in form and
       substance reasonably satisfactory to USU either (i) terminating at the
       Effective Time the Stockholders Agreement or (ii) approving an amendment
       to the Stockholders Agreement, effective as of the Effective Time, that
       removes certain of the rights of the stockholders of IWO that are
       parties to the Stockholders Agreement and certain of the obligations of
       IWO under the Stockholders Agreement.

    9. The Stockholder hereby appoints Thomas G. Henning and Robert W. Piper,
       and each of them, as the proxy of the Stockholder, each with full power
       of substitution, to vote all of the capital stock of IWO, including the
       Shares, over which the Stockholder has voting power or control at any
       meeting of stockholders of IWO called to consider and vote to approve
       the Merger Agreement and/or the transactions contemplated thereby or any
       Competing Transaction, and at any adjournment or

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       postponement thereof, and to execute any written consent of stockholders
       of IWO in lieu of such meeting, with the same force and effect as such
       vote would have if the undersigned were personally present at such
       meeting or signed such consent, in favor of approval of the Merger
       Agreement and/or any transactions contemplated thereby and against any
       Competing Transaction. This proxy, being coupled with an interest, is
       irrevocable.

   10. The Stockholder agrees that any shares of capital stock of IWO that the
       Stockholder or any of its affiliates purchases or with respect to which
       the Stockholder or any of its affiliates otherwise acquires beneficial
       ownership after the date of this letter agreement, including, without
       limitation, shares issued upon the conversion, exercise or exchange, as
       the case may be, of securities held by the Stockholder or any of its
       affiliates which are convertible into, or exercisable or exchangeable
       for, shares of capital stock of IWO, shall be subject to the terms and
       conditions of this Agreement to the same extent as if they constituted
       the Shares.

   11. The Stockholder hereby gives any consents, waivers or approvals that are
       required for the consummation of the Merger or the transactions
       contemplated by the Merger Agreement under the terms of any agreement to
       which the Stockholder is a party.

   12. The Stockholder is an "accredited investor" as defined in Rule 501 of
       Regulation D promulgated pursuant to the Securities Act of 1933, as
       amended. The Stockholder has had the opportunity to review each of the
       USU SEC Reports (as defined in the Merger Agreement) and is familiar
       with the business and financial condition, properties, operations and
       prospects of USU. The Stockholder is familiar with the terms and
       conditions of the Merger and the other transactions contemplated by the
       Merger Agreement and has had an opportunity to review the Merger
       Agreement.

   13. This Agreement shall terminate and shall have no further force or effect
       as of the earlier of (i) the date on which the Merger Agreement is
       validly terminated and (ii) the Effective Time (as defined in the Merger
       Agreement).

   14. If any term or other provision of this letter agreement is invalid,
       illegal or incapable of being enforced by any rule of law or public
       policy, all other conditions and provisions of this letter agreement
       shall nevertheless remain in full force and effect.

   15. This letter agreement constitutes the entire agreement of the parties,
       and supersedes all prior agreements and undertakings, both written and
       oral, among the parties or between any of them, with respect to the
       subject matter hereof.

   16. This letter agreement shall not be assigned by any party hereto by
       operation of law or otherwise. This letter agreement shall be binding
       upon and inure solely to the benefit of each party hereto and their
       respective successors and permitted assigns, and nothing in this letter
       agreement, express or implied is intended to or shall confer upon any
       other person any right, benefit or remedy of any nature whatsoever under
       or by reason of this letter agreement.

   17. The Stockholder hereby acknowledges and agrees that its failure to
       perform its agreements and covenants hereunder will cause irreparable
       injury to USU for which damages, even if available, will not be an
       adequate remedy. Accordingly, the Stockholder hereby consents to the
       issuance of injunctive relief (including a temporary restraining order)
       to compel performance of its obligations and to the granting by any
       court of the remedy of specific performance of its obligations hereunder.

   18. This letter agreement shall be governed by, and construed in accordance
       with, the laws of the State of Delaware, regardless of the laws that
       might otherwise govern under applicable principles of conflicts of law.
       Each of the parties hereto irrevocably submits to the exclusive
       jurisdiction of the state courts of Delaware and to the jurisdiction of
       the United States District Court for the District of Delaware, for the
       purpose of any action or proceeding arising out of or relating to this
       letter agreement and each of the

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       parties hereto irrevocably agrees that all claims in respect to such
       action or proceeding may be heard and determined exclusively in any
       Delaware state or federal court sitting in the City of Wilmington,
       Delaware. Each of the parties hereto agrees that a final judgment in any
       action or proceeding shall be conclusive and may be enforced in other
       jurisdictions by suit on the judgment or in any other manner provided by
       law. Each of the parties hereto irrevocably consents to the service of
       any summons and complaint and any other process in any other action or
       proceeding relating to this Agreement, on behalf of itself or its
       property, by the personal delivery of copies of such process to such
       party. Nothing in this paragraph 18 shall affect the right of any party
       hereto to service of legal process in any other manner permitted by law.

   19. EACH PARTY ACKNOWLEDGES AND AGREES THAT ANY CONTROVERSY WHICH MAY ARISE
       UNDER THIS LETTER AGREEMENT IS LIKELY TO INVOLVE COMPLICATED AND
       DIFFICULT ISSUES, AND THEREFORE EACH SUCH PARTY HEREBY IRREVOCABLY AND
       UNCONDITIONALLY WAIVES ANY RIGHT SUCH PARTY MAY HAVE TO A TRIAL BY JURY
       IN RESPECT OF ANY LITIGATION DIRECTLY OR INDIRECTLY ARISING OUT OF OR
       RELATING TO THIS LETTER AGREEMENT.



   IN WITNESS WHEREOF, the undersigned has executed this Agreement as of the
19th day of December, 2001.

                                          [NAME OF ENTITY]

                                          By: _________________________________
                                          Name: _______________________________
                                          Its: ________________________________


Confirmed on the date first written above:

US UNWIRED INC.

By: ___________________________________________________________________________
Name: _________________________________________________________________________
Title: ________________________________________________________________________


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                                  SCHEDULE 1

SHARES OWNED OF RECORD:

______ shares of IWO Class A Common Stock
______ shares of IWO Class B Common Stock
______ shares of IWO Class C Common Stock
______ shares of IWO Class D Common Stock
______ shares of IWO Class E Common Stock
______ shares of IWO Ordinary Common Stock

SHARES OWNED BENEFICIALLY:

______ shares of IWO Class A Common Stock
______ shares of IWO Class B Common Stock
______ shares of IWO Class C Common Stock
______ shares of IWO Class D Common Stock
______ shares of IWO Class E Common Stock
______ shares of IWO Ordinary Common Stock
Options to purchase ______ shares of IWO Class B Common Stock
Warrants to purchase ______ shares of IWO Class B Common Stock
Warrants to purchase ______ shares of IWO Class C Common Stock


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