WESTERN WIRELESS CORP
EXHIBIT 10.41
<DOCUMENT>
<TYPE>EX-10.41
<SEQUENCE>3
<FILENAME>v96739exv10w41.txt
<DESCRIPTION>EXHIBIT 10.41
<TEXT>
<PAGE>
                                                                   EXHIBIT 10.41


                              SIXTH AMENDMENT TO
                 THE SUBSCRIPTION AND PUT AND CALL AGREEMENT
                  WITH RESPECT TO SHARES OF COMMON STOCK OF
                  WESTERN WIRELESS INTERNATIONAL CORPORATION

        This Sixth Amendment to the Subscription and Put and Call Agreement
with respect to Shares of Common Stock of Western Wireless International
Corporation, as amended (the "Horwitz Agreement"), is made as of the 18th day
of January, 2004, by and between Bradley J. Horwitz ("Horwitz"), Western
Wireless International Corporation ("WWIC"), Western Wireless Corporation
("WWC"), and WWC Holding Co., Inc. ("Holding Co.")  (WWC and Holding Co. are
collectively referred to as "Western," and together with Horwitz and WWIC,
collectively, the "Parties").

                                 WITNESSETH:
                                 -----------

        WHEREAS, Horwitz and Holding Co. have previously entered into an
agreement whereby Holding Co. purchased from Horwitz 138 shares of WWIC Common
Stock;

        WHEREAS, Horwitz and Western have each determined that it is in their
best interests to amend the Horwitz Agreement to provide that during the each
of the periods from January 1, 2005 through January 31, 2005 and January 1,
2006 through January 31, 2006, Horwitz shall have the right, but not the
obligation, to require Holding Co. to exchange all of his remaining shares of
WWIC for that number of shares of WWC equal to the Call Consideration (as
defined in the Horwitz Agreement);

        NOW, THEREFORE, in consideration of the promises and mutual covenants
contained herein, and for other good and valuable consideration, the receipt
and sufficiency of which is hereby acknowledged, the Parties agree that
Paragraph 8 of the Horwitz Agreement is amended to read as follows:

         During the each of the periods from January 1, 2005 through
         January 31, 2005 and January 1, 2006 through January 31, 2006,
         Horwitz shall have the right, but not the obligation, to require
         Holding Co. to exchange all, but not less than all, of the Shares
         for that number of shares of WWC Common Stock equal to the Call
         Consideration.

        Except as amended herein, the terms of the Horwitz Agreement shall
remain unchanged and in full force and effect.

        IN WITNESS WHEREOF, this amendment has been duly executed on the day
and year first written above.

WESTERN WIRELESS INTERNATIONAL CORPORATION          WESTERN WIRELESS CORPORATION


By:/s/John W. Stanton                               By:/s/John W. Stanton
   ------------------------------------                -------------------------
   John W. Stanton                                     John W. Stanton
   Chairman and Chief Executive Officer                Chairman and Chief
                                                       Executive Officer

BRADLEY J. HORWITZ                                  WWC HOLDING CO., INC.


By:/s/ Bradley J. Horwitz                           By:/s/John W. Stanton
   -----------------------------                       -------------------------
   Bradley J. Horwitz                                  John W. Stanton
                                                       Chairman and Chief
                                                       Executive Officer


</TEXT>
</DOCUMENT>
