================================================================================

                                  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   August, 2006

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

                                Montes Urales 460
                Col. Lomas de Chapultepec, Deleg. Miguel Hidalgo
                               11000, Mexico D.F.
                ------------------------------------------------
                     (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 August 16, 2006

                                                               INVESTOR CONTACTS

                                                              Jose Luis Riera K.
                                                         Chief Financial Officer
                                                                  5255-5109-5927

                                                                 J.Victor Ferrer
                                                                 Finance Manager
                                                                  5255-5109-5273
                                                         vferrer@iusacell.com.mx

     IUSACELL EXPECTS TO EXECUTE SOON ITS CONVENIO CONCURSAL WITH CREDITORS

--------------------------------------------------------------------------------

     MEXICO CITY, AUGUST 16, 2006 - Grupo Iusacell, S.A. de C.V. [BMV: CEL]
("Iusacell") announces the advancement of its restructuring process within the
framework established by its strategic plan, and that it hopes that the
restructuring agreement that has been reached in principle with the majority of
its creditors will be legally finalized soon.

     As of today, approximately 90% of Iusacell's creditors have confirmed their
support of the company's Plan of Reorganization by means of the company's
exchange offer and consent solicitation that expired on June 1, 2006. The
Company believes that the high rate of approval of the Plan of Reorganization
signifies a clear confidence in the Company's management.

     As has been stated in previous press releases, the restructuring consists
of an exchange of U.S.$350 million of the company's 14.25% notes due 2006 for
U.S.$175million of new notes due 2013 that will bear interest at annual rate of
10% (with semi-annual interest payments in arrears including the option for
Iusacell to capitalize up to 40% of each interest payment).

     Today another milestone was reached in the legal implementation of the
restructuring agreement reached in principle with the Company's creditors. As
stated in previous press releases, Iusacell filed a voluntary petition for
concurso mercantil before a Mexican judge (Juez Septimo de Distrito en Materia
Civil del Primer Circuito), which today and as a part of the restructuring
process, issued a declaration of concurso mercantil (sentencia de concurso) for
Iusacell. As a result of this declaration, Iusacell enters a new phase towards
completing its restructuring and expects to execute soon the corresponding plan
of reorganization (convenio concursal) to be submitted before the Mexican court.
Accordingly to this type of process, Iusacell has appointed various counsels,
including Everardo Joaquin Espino, Enrique Gutierrez Flores, David Pablo Montes
Ramirez and Ivan Sanchez Montero, to coordinate and act in the judicial
proceedings.

     The Federal Institute Specializing in Concursos Mercantiles (Instituto
Federal de Especialistas en Concursos Mercantiles) was the entity responsible of
the review of Iusacell's books and records which concluded satisfactorily with
the report of the examiner Mr. Pablo Octaviano Mendoza Garcia.

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

                                                                               2


ABOUT IUSACELL

Grupo Iusacell, S.A. de C.V. (Iusacell, BMV: CEL) is a wireless cellular and PCS
service provider in Mexico with a national footprint. Iusacell offers more and
better voice communication and data services through state-of-the-art
technology, such as its new 3G network, throughout all of the regions in which
it operate. In addition to our core mobile telephony services, we also provide a
wide range of other telecommunications services, including long distance,
wireless local telephony and data transmission services. Additional information
is available at www.iusacell.com

LEGAL DISCLAIMER

Grupo Iusacell, S.A. de C.V. quarterly reports 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.

                                                                               3


                                   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: August 16, 2006

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

                                                           /s/ Jose Luis Riera
                                                           ---------------------
                                                    Name:  Jose Luis Riera
                                                    Title: Attorney in fact

                                                                               4