EXHIBIT 10.18

March 24, 2005


Grant Burton



Dear Grant:

We are pleased to offer you the position of Vice President Chief Accounting
Officer, reporting to Dean Luvisa, acting Chief Financial Officer. The terms of
the offer are as follows:

      1.    Employment to begin on the later of April, 25, 2005 or two business
            days after the Company files its Annual Report on Form 10-K for the
            fiscal year ended December 31, 2004.

      2.    A starting bi-weekly salary of $7,307.69; if annualized, $190,000.
            In consideration of the importance of this position, you will also
            be paid a sign-on bonus of $15,000 (less tax), payable within 30
            days of assuming the responsibilities of your position. Please note:
            If you terminate your employment within one year of your date of
            hire, you will be required to reimburse the Company 100% of your
            sign-on bonus.

      3.    Eligibility to participate in our Bonus Plan. You will have an
            opportunity to earn a target bonus up to 30% of your base
            compensation. The bonus payout will be based on company and
            individual performance.

      4.    A competitive comprehensive benefits package for you and your
            eligible dependents. Your Paid Time Off (PTO) will be 4 weeks per
            year and accrued on a per pay period bases. Attached you will find a
            detailed copy of our benefits package for your information.

      5.    You will be eligible to participate in the company's long term
            incentive plan. The specifics of the incentive plan will be provided
            to you in the form of a restricted stock/stock option agreement. You
            will be granted restricted stock valued at $169,600.00 and stock
            options valued at $513,600.00. The exact number of shares of
            restricted stock and stock options and the price will be based on
            the closing price of the stock on the day prior to your grant date.

      6.    A special termination agreement effective for 12 consecutive months
            following your date of hire will be provided. If Cricket
            Communications is acquired or dissolved during this period and we
            are unable to provide you a comparable position at the same salary
            level, Cricket is prepared to provide you six (6) months base pay
            and six (6) months Cobra.




In connection with your employment by the Company, you will be required to take
and pass a drug and alcohol test, the results of a background investigation must
be acceptable to the Company, and you will be required to sign the Company's
Invention Disclosure, Confidentiality & Proprietary Rights Agreement. The Leap
Human Resources department will initiate the background investigation. Included
with this letter is a clinic passport that contains the name, address, and
telephone number of the medical center that you will go to in order to complete
your drug and alcohol test specimen collection. PLEASE TAKE THIS PASSPORT WITH
YOU WHEN YOU GO FOR YOUR TEST.

After your receipt of this offer letter, you must appear promptly at LABCORP
PSC: 5601 Oberlin Drive, #100, San Diego, Ca. 92121, 858-455-1221 (M-F 8-4:30 pm
& closed 12-1:00 pm), for your drug and alcohol test. We suggest that you call
first before going to confirm business hours. Please be sure to have a photo ID
with you when you check in for the screening.

Please return a signed copy of this offer letter along with the attached Terms
of Employment and Invention Disclosure, Confidentiality & Proprietary Rights
Agreement.

Please note that this offer is valid for five days from the date of this letter.
If you have any questions, please do not hesitate to call me at (858) 882-6015.
Congratulations and welcome!

Sincerely,

/s/ Leonard C. Stephens
- ------------------------
Leonard C. Stephens
Sr Vice President, Human Resources


I accept the offer of employment made to me by Cricket Communications, Inc. and
agree to the terms set forth above.

Offer accepted:   Grant Burton                 /s/ Grant Burton
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                  Printed Name                 Signature