AMENDMENT
NO. 2 TO JANUARY 1, 2005
EMPLOYMENT
AGREEMENT


WHEREAS, Sprint Nextel Corporation and Alamosa
Holdings, Inc., a Delaware corporation
(‘‘Alamosa’’) are entering into an
Agreement and Plan of Merger to be dated as of November 21, 2005, by
and among Sprint Nextel Corporation, a Kansas corporation
(‘‘Parent’’), AHI Merger Sub Inc., a
Delaware corporation and wholly owned subsidiary of Parent, and Alamosa
(the ‘‘Merger Agreement’’);

WHEREAS,
Parent desires assistance from Kendall Cowan
(‘‘Employee’’) in managing issues within
the scope of Employee’s current position with Alamosa resulting
from the transition following the merger of AHI Merger Sub Inc. and
Alamosa (the ‘‘Merger’’), and Employee
desires to provide such assistance;

WHEREAS, Employee’s
agreement to assist in managing issues within the scope of
Employee’s current position resulting from the transition
following the Merger was an inducement to Parent to enter into the
Merger Agreement;

WHEREAS, Employee and Alamosa desire to amend
the Employment Agreement by and between Alamosa and the Employee that
was made and entered into as of January 1, 2005 and was amended
subsequently by Amendment No. 1 to January 1, 2005 Employment Agreement
(together, the ‘‘Employment Agreement’’) to
avoid the imposition of additional income or other taxes pursuant to
§ 409A of the Internal Revenue Code of 1986, as amended
(the ‘‘Code’’) on any payments made or
benefits provided by Alamosa or Parent to Employee; and

NOW
THEREFORE, Alamosa and Employee hereby agree to this amendment (the
‘‘Amendment’’) to the Employment
Agreement.

1. This Amendment shall be effective as of the
Effective Time (as such term is defined in the Merger
Agreement).

2. The Employment Agreement is hereby amended
to delete existing Section 1(n)(x) of the Employment Agreement and add
a new Section 1(n)(x) as
follows:

(x) any determination
by Employee after the occurrence of a Change of Control that Good
Reason exists (which determination shall be final and conclusive);
provided, however that Employee shall not have a right to resign for
Good Reason during the period beginning on the date which includes the
Effective Time and ending on the earlier of March 15, 2006 or the date
on which Alamosa files its annual report on Form 10-K with the
Securities and Exchange Commission.

3. Alamosa and
Employee agree that no payments that are payable as a result of
Employee’s termination of employment shall be made under the
Employment Agreement until the date which is six (6) months after the
date Employee has a ‘‘separation from
service’’ (within the meaning of §409A of the
Code) or the date of his death, whichever comes first; provided,
however, if Employee requests that the Employment Agreement be further
amended to specify a date on which payments shall be made, Alamosa
shall enter into such amendment subject to the condition that entering
into such amendment shall in no way whatsoever constitute a bar to
Alamosa effecting such tax withholding and reporting of the
compensation as Alamosa in good faith deems proper under the
circumstances with respect to any such payments. Notwithstanding the
foregoing, Alamosa shall make any excise tax gross-up payment as
required by Section 10 of the Employment Agreement and shall not delay
any of the benefits to be provided under Section 9(d)(ii)(D) and
Section 9(d)(ii)(E) of the Employment Agreement, but Alamosa shall
retain the right to effect such tax withholding and reporting of any
such payment or benefits as Alamosa in good faith deems proper under
the circumstances with respect to any such payment or benefits. Alamosa
before the Effective Time shall establish a ‘‘rabbi
trust’’ substantially in the form of the trust described
in IRS Revenue Procedure 92-64 and immediately prior to the Effective
Time shall make an irrevocable contribution to such trust equal to the
sum of all cash payments which otherwise would have been made to
Employee as of the Effective Time absent this Amendment and shall
provide in such trust that such contribution shall only be used to
satisfy Alamosa’ obligations to Employee under the Employment
Agreement. Any interest earned in the trust from and after the date of
Employee’s termination of employment which is allocable to the
contribution made on behalf of Employee to the trust 









shall accrue to the benefit of the Employee
after deducting (1) Employee’s share of Alamosa’s
expenses to establish and maintain the trust and (2) the taxes paid by
Alamosa on such earnings, each as reasonably determined by Alamosa on a
consistent basis with respect Employee and each other similarly
situated employee for whom a contribution is made to the trust
immediately prior to the Effective Time. Finally, Employee agrees that
Alamosa shall have no obligation under Section 10 of the Employment
Agreement to pay any tax which is due under Section 409A of the Code on
any tax gross-up payment required under Section 10, and Employee
expressly waives any right he might otherwise have to the payment of
any such tax.

4. Alamosa and Employee agree that Employee
shall assist while employed under the Employment Agreement in
preparing and completing any filings with any governmental
agency, including by signing representation letters and
certificates Parent or Alamosa deems necessary for such filing
(to the extent Employee is legally able to sign such letters and
certificates).

5. Except as amended by this Amendment, the
Employment Agreement is hereby confirmed in all respects.

IN
WITNESS WHEREOF, the Alamosa and Employee have duly executed this
Amendment as of November 21, 2005.


		ALAMOSA HOLDINGS,
INC.





		By: David Sharbutt

CEO





		EMPLOYEE





		/s/ Kendall
Cowan

Kendall Cowan