Filed Pursuant to Rule 424(b)(3)
                                           Registration Statement No. 333-112843



 Prospectus Supplement No. 5


                                [GRAPHIC OMITTED - LOGO]



                9 3/8% Senior Subordinated Secured Notes due 2009
                                       and
                             Shares of Common Stock

         This prospectus supplement supplements the prospectus dated February
 20, 2004 of AirGate PCS, Inc., as supplemented by prospectus supplement No. 1
 dated March 5, 2004, prospectus supplement No. 2 dated March 8, 2004,
 prospectus supplement No. 3 dated March 10, 2004 and prospectus supplement No.
 4 dated March 12, 2004, relating to the sale by certain holders of our 9 3/8%
 Senior Subordinated Secured Notes due 2009 and shares of our common stock. You
 should read this prospectus supplement in conjunction with the prospectus. This
 prospectus supplement is qualified by reference to the prospectus except to the
 extent that the information in this prospectus supplement supersedes the
 information contained in the prospectus. Capitalized terms used in this
 prospectus supplement and not otherwise defined herein have the meanings
 specified in the prospectus.

         The following line items in the table of Selling Holders contained in
the prospectus are hereby amended as follows:




                                           Principal Amount
                                               of Notes
                                             Beneficially          Number of Shares
                                            Owned that may         of Common Stock        % of Outstanding
Name                                          be sold ($)          that may be sold         Common Stock
----                                       -----------------       ----------------       ----------------
                                                                                     
40/86 Advisors
   Conseco Fund Group - High Yield Fund         725,300                 28,957                    *



         Our common stock is quoted on The Nasdaq National Market under the
 symbol "PCSAD." On March 23, 2004, the last reported bid price per share of our
 common stock on The Nasdaq National Market was $16.12.

         Investing in the notes and our common stock involves risks. See "Risk
Factors" beginning on page 4 of the prospectus.
                                ----------------

         Neither the Securities and Exchange Commission nor any state securities
 commission has approved or disapproved of these securities or passed upon the
 accuracy or adequacy of this prospectus. Any representation to the contrary is
 a criminal offense.
                                ----------------

            The date of this Prospectus Supplement is March 24, 2004