UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 6-K

  REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 or 15d-16 UNDER THE
                        SECURITIES EXCHANGE ACT OF 1934

                          For the month of _June, 2004

                          GRUPO IUSACELL, S.A. de C.V.
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                 (Translation of registrant's name into English)

                                Montes Urales 460
                Col. Lomas de Chapultepec, Deleg. Miguel Hidalgo
                               11000, Mexico D.F.
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                     (Address of principal executive office)

Indicate by check mark whether the registrant files or will fill annual reports
under cover of Form 20-F or Form 40-F: Form 20-F |X| Form 40-F |_|

Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g-3-2(b) under the Securities and Exchange Act of
1934. Yes |_| No |X|



Documents Furnished By the Registrant

1. Press Release of the Registrant dated June 11, 2004

                                   SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                            GRUPO IUSACELL, S.A. DE C.V.

Date: June 11, 2004                         /s/ Jose Luis Riera
                                            ------------------------------------
                                            Name: Jose Luis Riera
                                            Title: Attorney in fact

                                            /s/ Fernando Cabrera
                                            ------------------------------------
                                            Name: Fernando Cabrera
                                            Title: Attorney in fact



                                                               Investor Contacts

                                                              Jose Luis Riera K.
                                                         Chief Financial Officer
[LOGO] IUSACELL
       Pensamos en ti                                             5255-5109-5927

                                                                 J.Victor Ferrer
                                                                 Finance Manager

                                                                  5255-5109-5927

                                                         vferrer@iusacell.com.mx

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Iusacell Informs
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Mexico City, June 11, 2004 - Grupo Iusacell,  S.A. de C.V. [BMV: CEL, NYSE: CEL]
informed  today  that,  in line with its  disclosure  in its annual  reports for
fiscal year 2002 filed in June 2003 with the Mexican Stock  Exchange and the New
York  Stock  Exchange  (20-F),  and in  accordance  with the terms of the US$266
million Amended and Restated Syndicated Credit Agreement (Syndicated Loan) dated
March 29, 2001 entered into by its principal subsidiary, Grupo Iusacell Celular,
S.A. de C.V., the maturity date for the total principal amount under this credit
was to be accelerated to March 31, 2004 in the event that Grupo Iusacell Celular
was unable to  refinance  by such date its US$150  million 10% senior  notes due
2004.  Grupo Iusacell  Celular has not reached any agreement with the holders of
its senior notes.

Nonetheless,  the company  continues to work on the process of restructuring its
indebtedness.

                             **********************

About Iusacell

Grupo  Iusacell,  S.A. de C.V.  (Iusacell,  NYSE:  CEL;  BMV: CEL) is a wireless
cellular and PCS service  provider in seven of Mexico's nine regions,  including
Mexico City, Guadalajara, Monterrey, Tijuana, Acapulco, Puebla, Leon and Merida.
The Company's  service  regions  encompass a total of  approximately  92 million
POPs, representing approximately 90% of the country's total population.

Grupo Iusacell,  S.A. de C.V. press releases and all other written materials may
from time to time contain  statements about expected future events and financial
results that are  forward-looking  and subject to risks and  uncertainties.  For
those  statements,  the  Company  claims the  protection  of the safe harbor for
forward-looking statements contained in the Private Securities Litigation Reform
Act of 1995.  Discussion of factors that may affect future  results is contained
in our filings with the Securities and Exchange Commission.