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                                                                   EXHIBIT 10.26
Lucent Technologies, Inc.
1701 Golf Rd., Suite 205
Rolling Meadows, Illinois 80008


December 21, 1999



Mr. Dean Russell
Chief Operating Officer
UbiquiTel Holdings, Inc.
3 Bala Plaza, Suite 502
Bala Cynwyd, PA 19004

Dear Mr. Russell:

I AM FORWARDING A REVISED WIRELESS PROFESSIONAL SERVICES QUOTE TO CLARIFY THE
MONTHLY PRICE AND FLEXIBLE START/END DATE FOR EACH PROGRAM MANAGER.  CHANGES
MADE TO THE COVER LETTER PRICE AND QUOTE HAVE BEEN UNDERLINED.

The attached proposal encompasses the current Reno/Tahoe buildout and the 5
markets as defined in the attachment entitled "Amended Exhibit 2.1".

As you know, the project time-tables are very aggressive.  We should already
be jointly planning the Phase I and Phase II projects.  If we let any issue,
no matter how minor it seems today, fall through the cracks the network
launch dates could be jeopardized.

We are proposing two Project Managers for your network buildout.  Shari Pace
would be the Lead Project Manager with responsibility for the Western
markets. Shari would also be UbiquiTel's primary project management contact
for all UbiquiTel markets.  The 2nd Project Manager (TBD) would be
responsible for the Southern Indian and Kentucky markets.  There are two
sample "high level" Gantt chats for your review.  The first chart shows a
schedule for the Indiana/Kentucky Phase II buildout (100 base stations, 1
MSC).  The second chart is for the Northern California Phase I buildout (30
base stations, 0 MSC).  THE START/STOP DATES FOR EACH PROGRAM MANAGER ARE
INDEPENDENT OF ONE ANOTHER AND WILL BE AGREED TO BETWEEN LUCENT AND
UBIQUITEL.  THE 24 MONTH DURATION OF THIS PROJECT IS AN ESTIMATE AND WILL BE
PRORATED TO THE EXACT DURATION.

Lucent's Program Management Organization has a long history of successful
wireless network implementations and depth that will undoubtedly play a role
in successful completion of this project.  Dick Seim (Director of Program
Management) and I hope to meet with you, at your earliest convenience, to
review our support plan and how the depth of the Program Management
Organization will support the project.



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To accept this quotation, please sign below.


___________________________________
Signature/Date


___________________________________
Title



Sincerely,



J. Ryan Stewart

Attachment

NOTE:  Shari Pace will begin January 11, 2000.  Length of contract will be
established on buildout.

















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                              SERVICES PRICING SUMMARY





<TABLE>
<CAPTION>
-------------------------------------------------------------------------------
                     NO. OF         NO. OF
                     MONTHS         PROGRAM        MONTHLY            TOTAL
     SERVICE        DEPLOYED        MANAGERS        PRICE             PRICE
-------------------------------------------------------------------------------
<S>                 <C>             <C>            <C>                <C>
 PROGRAM
 MANAGEMENT

 18 MONTHS             24               2          $17,216 PER      $619,776
 BILLED, 6                                           PROGRAM
 MONTHS                                              MANAGER
 PROVIDED FREE

 * TRAVEL &
 LIVING
 INCLUDED
-------------------------------------------------------------------------------

</TABLE>

PROGRAM MANAGEMENT PRICING ASSUMPTION:

DUE TO THE EXTREME VARIABILITY IN SCOPE, THIS SERVICE IS PRICED USING THE
TIME AND MATERIAL METHOD.  PRIOR TO PROJECT INCEPTION, UBIQUITEL AND LUCENT
TECHNOLOGIES MUST AGREE TO THE EXPECTED DURATION OF THE PROJECT.  ANY PARTIAL
MONTHS WOULD BE PRORATED.  A PURCHASE ORDER MUST BE SIGNED PRIOR TO START OF
WORK EFFORTS.



















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                                 PROGRAM MANAGEMENT
               (System Element Filed Installation and Commissioning)



                                   SCOPE OF WORK

Program Management is defined as the coordination, scheduling, tracking and
controlling of a Wireless Project with the presence of a local project
manager in the local market to ensure the task of meeting schedules and
budgets are accomplished.  Vendor Wireless Program Managers (WPM's) will be
responsible for tracking cell site development from the RF engineering phase
through site acquisition, construction, BTS installation, integration and
optimization.  All vendors and contractors will have been selected and
contracted by UbiquiTel.

The Vendor Wireless Program will be a delegate of the UbiquiTel Regional
Implementation Manager.  The Implementation Manager is free to customize the
role of the WPM by assigning whichever responsibilities they choose to
Lucent. The WPM will represent the Implementation Manger's interest in
meetings and correspondence with all key contractors, vendors and other Owner
units.  The WPM will provide written and verbal communication to the project
status at whatever responsibilities they choose to Lucent.  The WPM will
represent the Implementation Manager's interest in meetings and
correspondence with all key contractors, vendors and other Owner units.  The
WPM will provide written and verbal communication to the project status at
whatever intervals requests.  The WPM will also provide at least monthly
management review sessions to be conducted in person at the Regional
Headquarters.

PROGRAM MANAGEMENT ROLE

The WPM is expected to ensure discipline across the deployment of the
project. Criteria in this area include:

-    Meeting performance standards
-    Ensuring consistency in application
-    Achieving excellence in execution
-    Working for continuous improvement

ACCOUNTABILITY

The Wireless Program Manager assumes accountability for the entire project.
The areas of accountability are:

-    Defining the project scope
-    Assembling and directing the project team

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-    Engaging all support organizations
-    Identifying resource requirements
-    Serving as the primary customer liaison
-    Reporting project status
-    Managing all changes
-    Acquiring customer's acceptance

PROGRAM MANAGEMENT SERVICE COMPONENTS

-    PROJECT CONTROL

     Project Control consists of all the activities required to manage the
     program costs and schedule.

     (1)  CHANGE CONTROL - Provides support that not only includes the
          management of changes as per the contact, but also ongoing assessment
          and trending of changes.

     (2)  MANAGEMENT OF SCHEDULES AND REPORTS

            -    Master Project Schedule
            -    Schedule for the functional service areas
            -    Charts that reflect progress against plan
            -    Weekly status reports, which could include:
                      RF Plan, Site Acquisition, Spectrum Clearance Plan,
                      Microwave Facilities-Design Activities, Microwave
                      Facilities - Detailed Engineer Plan, Site Construction,
                      Network Design Plan, Cell Engineering Plan, Switch
                      Engineering Plan, Cell Plan, Optimization Plan

-    CONTRACT ADMINISTRATION

     Contract Administration functions interpret and maintain the contract to
     ensure that there is total understanding of planned deliverables.  This
     function ensures that every member of the team understands their
     responsibilities and addresses the proper objectives.

     -    Provide claims management
     -    Perform project administration
     -    Provide records management
     -    Contract administration functions ensure that every member of the team
          understands their responsibilities and addresses the proper
          objectives.

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-    ACCOUNTING/CONTROLLER MANAGEMENT

     This function is utilized in order to analyze all vendor and subcontractor
     billing to verify product delivery and performance as per the purchase
     agreements.

-    MANAGEMENT OF LUCENT SERVICES

     Management of the Lucent Services and equipment deployed to the UbiquiTel
     Wireless Network.

-    EXPERIENCE AND EDUCATION

     The WPM is a veteran project manager with two years service working on
     Wireless projects as well as extensive project management experience in
     other areas of the telecommunications industry.  The WPM has proven to have
     strong leadership, organizational and personal relations skills and has
     achieved or is in pursuit of accreditation of a Professional Project
     Manager (PMP).














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