<PAGE>
Rule 424(b)(3)
Registration No. 333-57813
NEXTLINK COMMUNICATIONS, INC.
PROSPECTUS SUPPLEMENT DATED FEBRUARY 19, 1999
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:
<TABLE>
<CAPTION>
Number of Shares of
Selling Stockholders Preferred Stock
- -------------------- ---------------
<S> <C>
Massachusetts Mutual Life Insurance Company 57,000
MassMutual High Yield Partners II LLC 38,000
Teachers Insurance and Annuity Association 20,000
Tribeca Investments, L.L.C. 90,000
</TABLE>
