<PAGE>
Rule 424(b)(3)
Registration No. 333-57813
NEXTLINK COMMUNICATIONS, INC.
PROSPECTUS SUPPLEMENT DATED NOVEMBER 3, 1998
TO PROSPECTUS DATED JULY 24, 1998
The Selling Stockholders table on pages 16-17 of the Prospectus is hereby
amended to (i) update the information regarding the following entities included
in the Prospectus and their respective number of shares of Preferred Stock and
(ii) include additional Selling Stockholders:
Number of Shares of
Selling Stockholders Preferred Stock
- -------------------- ---------------
Mellon Trust Boston Safe Deposit & Trust Co. 133,500
Van Kampen Harbor Fund1 83,900
Smith Barney Inc. 76,200
Bear Stearns & Co. Inc. 60,000
Van Kampen Utility Fund2 26,800
Van Kampen Convertible Securities Fund3 14,300
Combined Insurance Company of America 14,000
Union Bank of California 1,500
OCM Convertible Trust 0
Chrysler Corporation Master Retirement Trust 0
State of Connecticut Combined Investment Funds 0
Vanguard Convertible Securities Fund, Inc. 0
State Employees' Retirement Fund of the State of Delaware 0
- ----------------------
1 Formerly known as Van Kampen American Capital Harbor Fund.
2 Formerly known as Vank Kampen American Capital Utility Fund.
3 Formerly known as Van Kampen American Capital Convertible Securities Fund.
