SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
X	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* GLENVIEW CAPITAL MANAGEMENT LLC (Last) (First) (Middle) 399 PARK AVENUE FLOOR 39 (Street) NEW YORK NY 10022 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol AIRGATE PCS INC /DE/ [ PCSA ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 02/15/2005
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/15/2005		U(1)		114,871(2)	D	(1)	0	D(3)
Common Stock	02/15/2005		U(1)		685,796(4)	D	(1)	0	D(3)
Common Stock	02/15/2005		U(1)		335,662(5)	D	(1)	0	D(3)
Common Stock	02/15/2005		U(1)		43,600(6)	D	(1)	0	D(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* GLENVIEW CAPITAL MANAGEMENT LLC (Last) (First) (Middle) 399 PARK AVENUE FLOOR 39 (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Glenview Capital GP, LLC (Last) (First) (Middle) 399 PARK AVENUE FLOOR 39 (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GLENVIEW CAPITAL MASTER FUND, LTD. (Last) (First) (Middle) C/O GOLDMAN SACHS (CAYMAN) TRUST, LIMITE HARBOUR CENTRE, NORTH CHURCH STREET, P.O (Street) GEORGE TOWN E9 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GLENVIEW INSTITUTIONAL PARTNERS L P (Last) (First) (Middle) C/O GLENVIEW CAPITAL MANAGEMENT, LLC 399 PARK AVENUE, FLOOR 39 (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GCM LITTLE ARBOR MASTER FUND, LTD. (Last) (First) (Middle) 399 PARK AVENUE FLOOR 39 (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GLENVIEW CAPITAL PARTNERS L P (Last) (First) (Middle) C/O GLENVIEW CAPITAL MANAGEMENT, LLC 399 PARK AVENUE, FLOOR 39 (Street) NEW YORK NY 10022 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. These shares of the Issuer's common stock, $0.01 par value per share ("Shares"), were disposed of pursuant to a merger agreement (the "Merger Agreement") between the Issuer and Alamosa Holdings, Inc., a Delaware corporation ("Alamosa"). In exchange for their Shares, certain of the Reporting Persons received 2.87 shares of Alamosa's common stock pursuant to the Merger Agreement.

2. These Shares are held for the account of Glenview Capital Partners, L.P., a Delaware limited partnership ("Capital Partners"). Glenview Capital Management, LLC, a Delaware limited liability company ("Glenview Capital Management"), serves as investment manager of Capital Partners. Glenview Capital GP, LLC, a Delaware limited liability company ("Capital GP"), serves as general partner of Capital Partners.

3. Certain of the Reporting Persons herein beneficially own less than 10% of the Issuer's outstanding Shares. However, each of the Reporting Persons may be deemed to be a member of a "group" pursuant to Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Act"), that, combined, has beneficial ownership of more than 10% of the Issuer's outstanding Shares. The filing of this statement shall not be deemed an admission that any of the Reporting Persons is the beneficial owner of any Shares or other securities not held directly for their account for purposes of Section 16 of the Act, or otherwise. The filing of this statement shall also not be deemed a determination that this filing is required pursuant to Section 16(a) of the Act.

4. These Shares are held for the account of Glenview Capital Master Fund, Ltd., a Cayman Islands exempted company (the "Master Fund"). Glenview Capital Management serves as investment manager of the Master Fund. Glenview Capital Partners (Cayman), Ltd., a Cayman Islands exempted company, and Capital GP are shareholders of the Master Fund.

5. These Shares are held for the account of Glenview Institutional Partners, L.P., a Delaware limited partnership ("Institutional Partners"). Glenview Capital Management serves as investment manager of Institutional Partners. Capital GP serves as general partner of Institutional Partners.

6. These Shares are held for the account of GCM Little Arbor Master Fund, Ltd., a Cayman Islands exempted company (the "GCM Little Arbor Master Fund"). Glenview Capital Management serves as investment manager of the GCM Little Arbor Master Fund. GCM Little Arbor Partners (Cayman), Ltd., a Cayman Islands exempted company, and Capital GP are shareholders of the GCM Little Arbor Master Fund.

	By: /s/ Lawrence M. Robbins, Chief Executive Officer of Glenview Capital Management, LLC	02/16/2005
	By: /s/ Lawrence M. Robbins, Chief Executive Officer of Glenview Capital GP, LLC	02/16/2005
	By: /s/ Lawrence M. Robbins, Chief Executive Officer of Glenview Capital Management, LLC, as Investment Manager of Glenview Capital Master Fund, Ltd.	02/16/2005
	By: /s/ Lawrence M. Robbins, Chief Executive Officer of Glenview Capital GP, LLC, as General Partner of Glenview Institutional Partners, L.P.	02/16/2005
	By: /s/ Lawrence M. Robbins, Chief Executive Officer of Glenview Capital Management, LLC, as Investment Manager of GCM Little Arbor Master Fund, Ltd.	02/16/2005
	By: /s/ Lawrence M. Robbins, Chief Executive Officer of Glenview Capital GP, LLC, as General Partner of Glenview Capital Partners, L.P.	02/16/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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