Exhibit 4.2.2

                                 Amendment to
         12 3/4% Senior Subordinated Discount Notes due 2009 Indenture
         -------------------------------------------------------------

          This Amendment (the "Amendment"), dated as of September 30, 2000, to
the 12 3/4% Senior Subordinated Discount Notes due 2009 Indenture, dated as of
May 11, 1999 (the "Indenture"), among Tritel PCS, Inc., as issuer (the
"Company"), Tritel, Inc., Tritel Communications, Inc. and Tritel Finance, Inc.,
as guarantors (the "Guarantors"), and The Bank of New York, as trustee (the
"Trustee"), is entered into by and between the Company, the Guarantors and the
Trustee.

          WHEREAS, the Company, the Guarantors and the Trustee entered into the
Indenture;

          WHEREAS, the Company, the Guarantors and the Trustee wish to amend the
Indenture in order to cure a defect therein; and

          WHEREAS, Section 9.01(a) of the Indenture provides that the Company,
the Guarantors and the Trustee may amend the Indenture without the consent of
any Holder (as defined in the Indenture) of the 12 3/4 Senior Subordinated
Discount Notes due 2009 to cure any ambiguity, defect or inconsistency;

          NOW, THEREFORE, in consideration of the foregoing and pursuant to
Section 9.01(a) of the Indenture, the undersigned parties agree as follows:

          1.  Amendment to Section 6.02 Acceleration.  From and after the
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Amendment Effective Date (as defined in Section 2 hereof), the first sentence of
Section 6.02 of the Indenture is hereby amended and restates in its entirety to
read as follows:

          "If any Event of Default specified in clause (9) or (10) of
          Section 6.01 hereof, with respect to the Company, any
          Restricted Subsidiary that is a Significant Subsidiary or
          any group of Subsidiaries that, taken as a whole, would
          constitute a Significant Subsidiary, shall occur, then all
          outstanding Notes shall become due and payable immediately
          without further action or notice."

          2.  Amendment of Effectiveness Date. This Amendment shall be effective
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on the date (the "Amendment Effective Date") that a counterpart hereof shall
have been executed by each of the Company, the Guarantors and the Trustee.

          3.  Execution.  This Amendment may be executed in multiple
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counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument. The parties hereto agree
to accept facsimile signatures as an original signature.


          4.  THE INTERNAL LAW OF THE STATE OF NEW YORK SHALL GOVERN AND BE USED
TO CONSTRUE THIS AMENDMENT WITHOUT GIVING EFFECT TO APPLICABLE PRINCIPLES OF
CONFLICTS OF LAW TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER
JURISDICTION WOULD BE REQUIRED THEREBY.

          5.  Trustee's Disclaimer.  The recitals contained herein shall be
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taken as the statements of the Company and the Guarantors, and the Trustee
assumes no responsibility for their correctness. The Trustee makes no
representation as to the validity of sufficiency of this Amendment.

                                      -2-


          IN WITNESS WHEREOF, the undersigned have executed this Amendment, in
one or more counterparts, each of which shall be deemed an original, but which
together shall constitute one and the same instrument, as of the 30 day of
September 2000.

                                 TRITEL PCS, INC.

                                 By:  /s/ E.B. Martin, Jr.
                                      --------------------------------------
                                 Name:  E.B. Martin, Jr.
                                 Title: Chief Financial Officer, Executive
                                        Vice President and Treasurer

                                 TRITEL, INC.

                                 By:  /s/ E.B. Martin, Jr.
                                      --------------------------------------
                                 Name:  E.B. Martin, Jr.
                                 Title: Chief Financial Officer, Executive
                                        Vice President and Treasurer

                                 TRITEL COMMUNICATIONS, INC.

                                 By:  /s/ E.B. Martin, Jr.
                                      --------------------------------------
                                 Name:  E.B. Martin, Jr.
                                 Title: Chief Financial Officer, Executive
                                        Vice President and Treasurer

                                 TRITEL FINANCE, INC.

                                 By:  /s/ E.B. Martin, Jr.
                                      --------------------------------------
                                 Name:  E.B. Martin, Jr.
                                 Title: Chief Financial Officer, Executive
                                        Vice President and Treasurer

                                 THE BANK OF NEW YORK,
                                    as trustee

                                 By:  /s/ Robert A. Massimillo
                                      --------------------------------------
                                 Name:  Robert A. Massimillo
                                 Title: Assistant Vice President