Cricket Communications Enters Into Wholesale Agreement With Sprint

~ Five-Year Agreement Expands Cricket’s Foundation for Continued Growth ~

~ Creates National Opportunity for Cricket’s Prepaid Services ~

SAN DIEGO--(BUSINESS WIRE)--Leap Wireless International, Inc. (NASDAQ: LEAP), a leading provider of innovative and value-driven wireless communications services, today announced that its operating subsidiary Cricket Communications has entered into a wholesale agreement (MVNO) with Sprint, which will allow Cricket to offer its products and services over Sprint’s 3G network throughout the United States.

“This agreement with Sprint creates a new hybrid wholesale and facilities-based model that is unique in the industry”

“This agreement with Sprint creates a new hybrid wholesale and facilities-based model that is unique in the industry,” said Doug Hutcheson, Leap’s president and CEO. “We believe that our ability to offer compelling 3G voice and data services in markets we do not currently serve will allow us to further establish a national brand and attract new customers for our exciting Cricket products, including Smartphones and other services. In addition, we believe that this agreement will allow us to significantly strengthen and expand our retail position and distribution relationships.”

“We are pleased to work with Leap as one of many key partners we support through Sprint’s growing wholesale business,” said Dan Dooley, president - Sprint Wholesale. “Most importantly, we believe this relationship is beneficial for Sprint as we continuously look for ways to optimize the utilization of our network and ultimately create significant value for our shareholders.”

As part of the agreement, Cricket has made commitments to deliver minimum levels of revenue to Sprint. Cricket will also realize improved economic terms as it grows subscribers added through the wholesale agreement.

Additional details of the agreement and its impacts to Leap will be discussed today at Leap’s Analyst Day in New York City. Replays of the webcast from the Analyst Day can be accessed at the company’s website http://investor.Leapwireless.com.

About Leap

Leap provides innovative, high-value wireless services to a fast-growing, young and ethnically diverse customer base. With the value of unlimited wireless services as the foundation of its business, Leap pioneered its Cricket^(R) service. The Company and its joint ventures operate in 35 states and the District of Columbia and hold licenses in 35 of the top 50 U.S. markets. Through its affordable, flat-rate service plans, Cricket offers customers a choice of unlimited voice, text, high-speed data and mobile Web services. Headquartered in San Diego, Calif., Leap is traded on the NASDAQ Global Select Market under the ticker symbol “LEAP.” For more information, please visit http://investor.Leapwireless.com.

Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements reflect management’s current expectations based on currently available operating, financial and competitive information, but are subject to risks, uncertainties and assumptions that could cause actual results to differ materially from those anticipated in or implied by the forward-looking statements. Our forward-looking statements include our discussions about the wholesale agreement we are entering into with Sprint, planned product and service plan developments, competitiveness and expected financial and operational performance, and are generally identified with words such as “believe,” “expect,” “intend,” “plan,” “could,” “may” and similar expressions. Risks, uncertainties and assumptions that could affect our forward-looking statements include, among other things:

• our ability to realize benefits from the wholesale agreement, including our ability to satisfy the minimum revenue commitment and other requirements;
• our ability to attract and retain customers in an extremely competitive marketplace;
• the duration and severity of the current economic downturn in the United States and changes in economic conditions, including interest rates, consumer credit conditions, consumer debt levels, consumer confidence, unemployment rates, energy costs and other macro-economic factors that could adversely affect demand for the services we provide;
• the impact of competitors’ initiatives;
• our ability to successfully implement our new product and service offerings, expand our retail distribution and execute effectively on our other strategic activities;
• our ability to obtain roaming services from other carriers at cost-effective rates;
• our ability to maintain effective internal control over financial reporting;
• our ability to attract, motivate and retain an experienced workforce;
• our ability to comply with the covenants in any credit agreement, indenture or similar instrument governing any of our existing or future indebtedness;
• failure of our network or information technology systems to perform according to expectations and risks associated with the upgrade or transition of certain of those systems, including our customer billing system; and
• other factors detailed in the section entitled “Risk Factors” included in our periodic reports filed with the SEC, including our Quarterly Report on Form 10-Q for the quarter ended March 31, 2010, filed with the SEC on May 10, 2010, and our Quarterly Report on Form 10-Q for the quarter ended June 30, 2010, which we expect to file shortly with the SEC.

All forward-looking statements included in this news release should be considered in the context of these risks. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Investors and prospective investors are cautioned not to place undue reliance on our forward-looking statements.

Leap is a U.S. registered trademark and the Leap logo is a trademark of Leap. Cricket, Jump, the Cricket “K” and Flex Bucket are U.S. registered trademarks of Cricket. In addition, the following are trademarks or service marks of Cricket: BridgePay, Cricket By Week, Cricket Choice, Cricket Connect, Cricket Nation, Cricket PAYGo and Cricket Wireless Internet Service. All other trademarks are the property of their respective owners.