Item 8.01. Other Events.
On May 28, 2009, Leap Wireless International, Inc. ("Leap") entered into an underwriting agreement with Goldman, Sachs & Co. (the "Underwriter"), pursuant to which Leap agreed to issue and sell 7,000,000 shares of Leap's common stock, par value $.0001 per share (the "Common Stock"), at a price to the Underwriter of $37.75 per share.
Item 9.01. Financial Statements and Exhibits.
(d) The following exhibits are filed herewith:

Exhibit No. Description 1.1 Underwriting Agreement, dated as of May 28, 2009, between Leap Wireless International, Inc. and Goldman, Sachs & Co. 5.1 Opinion of Latham & Watkins LLP 23.1 Consent of Latham & Watkins LLP (contained in the opinion filed as Exhibit 5.1 hereto)

---