The appearance of wireless communication is dramatically changing our life. Mobile telecommunications emerged as a technological marvel allowing for access to personal and other services, devices, computation and communication, in any place and at any time through effortless plug and play. Setting up wireless mobile networks often requires: Frequency Assignment, Communication Protocol selection, Routing schemes selection, and cells towers distributions. This research aims to optimize the cells towers distribution by using spatial mining with Geographic Information System (GIS) as a tool. The distribution optimization could be done by applying the Digital Elevation Model (DEM) on the image of the area which must be covered with two levels of hierarchy. The research will apply the spatial association rules technique on the second level to select the best square in the cell for placing the antenna. From that the proposal will try to minimize the number of installed towers, makes tower's location feasible, and provides full area coverage.