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


Prospectus Supplement No. 3

                                [GRAPHIC OMITTED]





                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 and prospectus  supplement No. 2 dated March 8, 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
----                                               -----------------   ------------------    -----------------

                                                                                           
JMB Capital Partners, LP                               4,213,300            145,718                1.24%



     Our common stock is quoted on The Nasdaq  National  Market under the symbol
"PCSAD." On March 9, 2004,  the last  reported bid price per share of our common
stock on The Nasdaq National Market was $18.12.

     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 10, 2004