[LETTERHEAD OF AIRGATE PCS, INC.] April 1, 2005 VIA EDGAR & OVERNIGHT DELIVERY ------------------------------ Securities and Exchange Commission Division of Corporate Finance 450 Fifth Street, N.W. Washington, D.C. 20549-0408 RE: AIRGATE PCS, INC. APPLICATION FOR WITHDRAWAL OF REGISTRATION STATEMENT ON FORM S-4 (REGISTRATION NO. 333-122203) Ladies and Gentlemen: On December 7, 2004, Alamosa Holdings, Inc., A-Co. Merger Sub, Inc., a newly formed corporation and a wholly-owned subsidiary of Alamosa ("AirGate") and AirGate PCS, Inc. ("Old AirGate") entered into a merger agreement. Pursuant to the merger agreement, on February 15, 2005, Old AirGate merged with and into AirGate, with AirGate continuing as the surviving corporation in the merger. Upon completion of the merger, among other things, AirGate assumed Old AirGate's obligations under Old AirGate's First Priority Senior Secured Floating Rate Notes due 2011 and changed its name to "AirGate PCS, Inc." Pursuant to Rule 477 promulgated under the Securities Act of 1933, as amended (the "Act"), AirGate hereby makes this application to withdraw the Registration Statement on Form S-4 (Registration No. 333-122203), together with all exhibits thereto, filed by Old AirGate, on January 21, 2005 (the "Registration Statement") with the Securities and Exchange Commission (the "Commission"). AirGate is requesting withdrawal of the Registration Statement because Old AirGate has ceased to exist as a legal entity. The Registration Statement has not been declared effective by the Commission, and none of Old AirGate's securities have been sold in connection with this offering. Your assistance in this matter is greatly appreciated. If you should have any questions regarding this application, please do not hesitate to contact Eduardo Gallardo of Skadden, Arps, Slate, Meagher & Flom LLP at (212) 735-3023. Very truly yours, AirGate PCS, Inc. By: David E. Sharbutt /s/ David E. Sharbutt ---------------------------------- President cc: Eduardo Gallardo 2