Filed by AirGate PCS, Inc.
             Pursuant to Rule 425 under the Securities Act of 1933, as amended
                                            Subject Company: AirGate PCS, Inc.
                                               Commission File No.: 333-109165


              Offer set to expire at 9:30 a.m., New York City time,
                         on Thursday, February 12, 2004

ATLANTA (February 11, 2004) - AirGate PCS, Inc. (OTCBB:PCSA.OB), a PCS Affiliate
of Sprint,  today announced that its exchange offers for all of its 13.5% Senior
Subordinated  Discount  Notes due 2009 and the  related  consent  solicitations,
which were  scheduled to expire at 11:59 p.m.,  New York City time,  on February
11,  2004,  have been  extended to expire at 9:30 a.m.,  New York City time,  on
February  12,  2004.  The  extension  will  accommodate  the special  meeting of
shareowners  called for 9:00 a.m.  that day to  approve,  among  other  matters,
AirGate's  issuance of its common stock in the exchange offers. As of 5:00 p.m.,
New York City time,  on February  11,  2004,  AirGate had  received  tenders and
consents from holders  representing  more than 99% of the  outstanding  discount

Holders of discount  notes may request  additional  copies of the Prospectus and
Solicitation  Statement  and the related  Letter of  Transmittal  and ballots by
contacting Audrey Griswald at Bondholder  Communications  Group, the information
agent, at (212) 809-2663.

About AirGate PCS

AirGate PCS, Inc. is the PCS Affiliate of Sprint with the right to sell wireless
mobility  communications network products and services under the Sprint brand in
territories  within three states located in the Southeastern  United States. The
territories   include  over  7.2  million  residents  in  key  markets  such  as
Charleston,  Columbia, and  Greenville-Spartanburg,  South Carolina; Augusta and
Savannah,  Georgia;  and  Asheville,  Wilmington  and the  Outer  Banks of North

                                      # # #

AirGate has filed a Registration  Statement on Form S-4 and a Proxy Statement on
Schedule 14A with the Securities and Exchange  Commission (the "SEC"). The terms
and  conditions of the exchange  offer,  and other  important  information,  are
contained in AirGate's Prospectus and Solicitation Statement,  dated January 14,
2004,  which is included in the  Registration  Statement on Form S-4. Holders of
the  discount  notes are urged to read the  Registration  Statement on Form S-4,
including the Prospectus  and  Solicitation  Statement  relating to the exchange
offer,  and  shareowners  and investors are urged to read the Proxy Statement on
Schedule 14A (and, in each case,  any amendments  thereto)  because they contain
important  information.  These  documents and amendments to these documents have
been or will be filed  with the SEC.  These and other  documents  that are filed
with the SEC may be obtained at the SEC's web site at  You may also
obtain  each of these  documents  (when  available)  from us by  directing  your
request to Investor Relations at (404) 525-7272.

This  announcement  is not an offer to exchange,  a solicitation  of an offer to
exchange or a solicitation  of consent with respect to any discount  notes.  The
public  exchange  offer and  consent  solicitation  is being made  solely by the
Prospectus and  Solicitation  Statement.  The foregoing  shall not constitute an
offer to sell or the  solicitation  of an offer to buy,  nor shall  there be any
sale of shares of  AirGate  common  stock or new  secured  notes in any state in
which such offer,  solicitation  or sale would be unlawful prior to registration
or qualification under the securities laws of any such state.

This news release contains forward-looking  statements that are based on current
expectations,  estimates, forecasts and projections about the wireless industry,
the recapitalization plan, our beliefs and our management's  assumptions.  Words
such as "expects,"  "anticipates,"  "targets," "goals,"  "projects,"  "intends,"
"plans,"  "believes,"  "seeks,"  "estimates"  and  variations  of such words and
similar  expressions are intended to identify such  forward-looking  statements.
These  statements are not guarantees of future  performance  and involve certain
risks,  uncertainties and assumptions that are difficult to predict.  Therefore,
actual  outcomes  and results may differ  materially  from what is  expressed or
forecast in such forward-looking statements.

Factors  that could  cause  actual  results to differ  include:  our  ability to
consummate  the  restructuring;  the  impact of a  prepackaged  or other plan of
reorganization  for AirGate;  our dependence on the success of Sprint's wireless
business;  the  competitiveness  and impact of Sprint wireless pricing plans and
PCS products and services;  intense  competition in the wireless  market and the
unsettled nature of the wireless market; the potential to continue to experience
a high rate of customer  turnover;  the ability of Sprint to provide back office
billing,  subscriber  care and other  services and the quality and costs of such
services or,  alternatively,  our ability to outsource all or a portion of these
services at acceptable costs and the quality of such services; subscriber credit
quality;  the  ability  to  successfully  leverage  3G  products  and  services;
inaccuracies in financial  information provided by Sprint; new charges and fees,
or  increased  charges  and fees,  imposed by Sprint;  the impact and outcome of
disputes with Sprint;  our ability to predict future customer growth, as well as
other key operating  metrics;  the impact of spending  cuts on network  quality,
customer  retention and customer  growth;  rates of  penetration in the wireless
industry;  our significant level of indebtedness and debt covenant requirements;
the impact  and  outcome  of legal  proceedings  between  other  Sprint  network
partners and Sprint;  the potential need for  additional  sources of capital and
liquidity; risks related to our ability to compete with larger, more established
businesses; anticipated future losses; rapid technological and market change; an
adequate supply of subscriber equipment;  the current economic slowdown; and the
volatility of AirGate PCS' stock price.

For a detailed  discussion of these and other cautionary  statements and factors
that could  cause  actual  results to differ from those  contained  in this news
release,  please refer to AirGate PCS' filings with the SEC,  especially  in the
"risk  factors"  section  of AirGate  PCS' Form 10-K for the  fiscal  year ended
September 30, 2003 and Registration Statement on Form S-4 relating to the public
exchange  offer,  and in  subsequent  filings with the SEC.  Except as otherwise
required under federal securities laws and the rules and regulations of the SEC,
we  do  not  have  any   intention  or   obligation  to  update  or  revise  any
forward-looking  statements,  whether  as a result  of new  information,  future
events, changes in assumptions or otherwise.