2009-11-10 23:07:02 -

Fitch Ratings has affirmed the rating of Wirefree Partners III, LLC PCS Spectrum lease-backed notes series 2005-1 at 'BB' and assigned a Negative Rating Outlook.

The notes are backed primarily by leases of Personal Communications Services (PCS) spectrum licenses. The lessees of the licenses are SprintCom, Inc. and WirelessCo, L.P., two wholly owned subsidiaries of Sprint Nextel Corporation (Sprint Nextel).

Fitch has

applied the Global Structured Finance Rating Criteria for the review of this transaction. The rating of PCS Spectrum lease-backed series 2005-1 notes is tied to the senior unsecured credit rating of Sprint Nextel. The rating action is based on Fitch's downgrade of the unsecured credit rating of Sprint Nextel and its subsidiaries to 'BB' from 'BB+'. (For more information please refer to 'Fitch Downgrades Sprint Nextel's IDR to 'BB'; Outlook Negative', dated Feb. 19, 2009, and available on the Fitch Ratings web site at ' www.fitchratings.com : ').

Wirefree Partners, LLC (not rated by Fitch) is a wireless broadband service provider formed for the purpose of managing, on behalf of the issuer, its participation in the Federal Communication Commission's Auction 58 and its acquired spectrum leases. Wirefree Partners, LLC was founded on Nov. 15, 2004 by the former executives and founders of Sprint PCS affiliate, AirGate PCS, Inc., and is a private company based in Atlanta.

The following applicable criteria report is available on Fitch's web site at ' www.fitchratings.com : '.

'Global Structured Finance Rating Criteria' dated Sept. 30, 2009.

Additional information is available at ' www.fitchratings.com : '.

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Fitch Ratings, New YorkAmy Gan, 212-908-9143Aoto Kenmochi,
CFA, 212-908-0867orMedia Relations:Sandro Scenga,
212-908-0278Email: sandro.scenga@fitchratings.com : mailto:sandro.scenga@fitchratings.com