Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
ORISTANO MATTHEW
   2. Issuer Name and Ticker or Trading Symbol
ARCH WIRELESS INC [AWIN; AWL] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O ARCH WIRELESS INC, 1800 WEST PARK DR. #250		 3. Date of Earliest Transaction (Month/Day/Year)
11/16/2004
(Street)

WESTBOROUGH, MA 01581		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock, par value $0.0001 11/16/2004   D   5,439 D (1) 0 I By Limited Partnership (2)
Class A Common Stock, par value $0.0001 11/16/2004   D   185 D (1) 0 I By Trust (3)

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (Right to Buy) $ 0.001 11/16/2004   D     41,666   (4) 06/12/2013 Class A Common Stock 41,666 (4) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
ORISTANO MATTHEW
C/O ARCH WIRELESS INC
1800 WEST PARK DR. #250
WESTBOROUGH, MA 01581		   X      

Signatures

 Matthew Oristano   11/18/2004
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Disposed of pursuant to merger agreement between Arch Wireless, Inc. and Metrocall Holdings, Inc., pursuant to which Arch Wireless, Inc. and Metrocall Holdings, Inc. each became a wholly owned subsidiary of a new holding company named USA Mobility, Inc., in exchange for equivalent shares of USA Mobility common stock having a market value of $36.09 per share on the effective date of the merger.
(2) Shares owned by Alda Limited Partnership, the general partner of which is a corporation controlled by the reporting person.
(3) Shares owned by Oristano Foundation, the trust of which the reporting person is the trustee.
(4) This option, which vested in two equal installments on June 12, 2003 and May 29, 2004, was assumed pursuant to a merger agreement between Arch Wireless, Inc. and Metrocall Holdings, Inc., pursuant to which Arch Wireless, Inc. and Metrocall Holdings, Inc. each became a wholly owed subsidiary of a new holding company, named USA Mobility, Inc. The option was assumed by USA Mobility in the merger and replaced with an option to purchase 41,666 shares of USA Mobility common stock at an exercise price of $0.001 per share.

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