EXHIBIT 99.2
NEXTLINK COMMUNICATIONS, L.L.C.
NEXTLINK CAPITAL, INC.
EXCHANGE OFFER
TO HOLDERS OF THEIR
12 1/2% SENIOR NOTES DUE APRIL 15, 2006
NOTICE OF GUARANTEED DELIVERY
As set forth in the Prospectus dated , 1996 (the "Prospectus") of
NEXTLINK Communications, L.L.C. (the "Company") and NEXTLINK Capital, Inc.
(together with the Company, the "Issuers") under "The Exchange Offer--How to
Tender" and in the Letter of Transmittal for 12 1/2% Senior Notes due April
15, 2006 (the "Letter of Transmittal"), this form or one substantially
equivalent hereto must be used to accept the Exchange Offer (as defined below)
of the Issuers if: (i) certificates for the above-referenced Notes (the
"Senior Notes") are not immediately available; or (ii) time will not permit
all required documents to reach the Exchange Agent (as defined below) on or
prior to the Expiration Date (as defined in the Prospectus) of the Exchange
Offer. Such form may be delivered by hand or transmitted by telegram, telex,
facsimile transmission or letter to the Exchange Agent.
TO: UNITED STATES TRUST COMPANY OF NEW YORK (THE "EXCHANGE AGENT")
By Facsimile:
(212) 420-6152
Attention: Customer Service
Confirm by telephone to:
(800) 548-6565
By Registered or Certified Mail:
United States Trust Company of New York
P.O. Box 844 Cooper Station
New York, New York 10276
By Hand:
United States Trust Company of New York
111 Broadway
New York, New York 10006
Attention: Corporate Trust Operations
By Overnight Courier:
United States Trust Company of New York
770 Broadway
New York, New York 10003
Attention: Corporate Trust Operations
DELIVERY OF THIS INSTRUMENT TO AN ADDRESS OTHER THAN AS SET FORTH ABOVE OR
TRANSMITTAL OF THIS INSTRUMENT TO A FACSIMILE OR TELEX NUMBER OTHER THAN AS
SET FORTH ABOVE DOES NOT CONSTITUTE A VALID DELIVERY.
Ladies and Gentlemen:
The undersigned hereby tenders to the Issuers, upon the terms and conditions
set forth in the Prospectus and the Letter of Transmittal (which together
constitute the "Exchange Offer"), receipt of which are hereby acknowledged,
the principal amount of Senior Notes set forth below pursuant to the
guaranteed delivery procedure described in the Prospectus and the Letter of
Transmittal.
Sign Here
Signature(s) ________________________
Principal Amount of Senior Notes _____________________________________
Tendered ____________________________
Please Print the Following
Certificate Nos. (if available) ____ Information
Total Principal Amount Represented Name(s) _____________________________
by Senior Notes Certificate(s) _____ _____________________________________
Address _____________________________
Account Number ______________________ _____________________________________
Dated: , 1996 Area Code and Tel. No(s). ___________
_____________________________________
GUARANTEE
The undersigned, a member of a recognized signature guarantee medallion
program within the meaning of Rule 17A(d)-15 under the Securities Exchange Act
of 1934, hereby guarantees (a) that the above-named person(s) own(s) the
above-described securities tendered hereby within the meaning of Rule 10b-4
under the Securities Exchange Act of 1934, (b) that such tender of the above-
described securities complies with Rule 10b-4, and (c) that delivery to the
Exchange Agent of certificates tendered hereby, in proper form for transfer,
or delivery of such certificates pursuant to the procedure for book-entry
transfer, in either case with delivery of a properly completed and duly
executed Letter of Transmittal (or facsimile thereof) and any other required
documents, is being made within five trading days after the date of execution
of a Notice of Guaranteed Delivery of the above-named person.
_____________________________________
Name of Firm
_____________________________________
Authorized Signature
_____________________________________
Number and Street or P.O. Box
_____________________________________
City State Zip Code
_____________________________________
Area Code and Tel. No.
Dated: , 1996