UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

	QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended June 30, 2004

OR

	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from                    to

COMMISSION FILE NUMBER: 0-32357

ALAMOSA HOLDINGS, INC.
(Exact name of registrant as specified in its charter)

DELAWARE				75-2890997
(State or other jurisdiction of incorporation or organization)				(I.R.S. Employer Identification No.)

5225 SOUTH LOOP 289, SUITE 120
LUBBOCK, TEXAS 79424
(Address of principal executive offices, including zip code)

(806) 722-1100
(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

YES                NO    

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).

YES                NO    

As of August 4, 2004, 112,664,093 shares of common stock, $0.01 par value per share, were issued and outstanding.

ALAMOSA HOLDINGS, INC.

TABLE OF CONTENTS

PAGE

PART I

FINANCIAL INFORMATION

Item 1.

Financial Statements

Consolidated Balance Sheets at June 30, 2004 and December 31, 2003 (unaudited)

3

Consolidated Statements of Operations for the three months and six months ended June 30, 2004 and 2003 (unaudited)

4

Consolidated Statements of Cash Flows for the six months ended June 30, 2004 and 2003 (unaudited)

5

Notes to the Consolidated Financial Statements

6

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

19

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

29

Item 4.

Controls and Procedures

30

PART II

OTHER INFORMATION

Item 1.

Legal Proceedings

31

Item 2.

Changes in Securities and Use of Proceeds

32

Item 3.

Defaults Upon Senior Securities

33

Item 4.

Submission of Matters to a Vote of Security Holders

33

Item 5.

Other Information

33

Item 6.

Exhibits and Reports on Form 8-K

33

SIGNATURES

34

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PART I — FINANCIAL INFORMATION

ITEM 1.    FINANCIAL STATEMENTS

ALAMOSA HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)

(dollars in thousands, except share information)

				June 30, 2004				December 31, 2003
ASSETS
Current assets:
Cash and cash equivalents				$	105,568			$	99,644
Restricted cash					—				1
Short term investments					50,119				—
Customer accounts receivable, net					44,022				28,034
Receivable from Sprint					15,424				22,947
Inventory					7,292				7,309
Prepaid expenses and other assets					10,264				9,763
Deferred customer acquisition costs					7,259				8,060
Deferred tax asset					4,572				4,572
Total current assets					244,520				180,330
Property and equipment, net					427,196				434,840
Debt issuance costs, net					9,409				14,366
Early redemption option on preferred stock					22,437				21,687
Intangible assets, net					431,392				448,354
Other noncurrent assets					5,060				6,393
Total assets				$	1,140,014			$	1,105,970
LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable				$	22,833			$	33,247
Accrued expenses					39,739				37,325
Payable to Sprint					21,511				26,616
Interest payable					21,726				5,353
Deferred revenue					23,107				22,742
Current installments of capital leases					223				481
Total current liabilities					129,139				125,764
Long term liabilities:
Capital lease obligations					807				812
Other noncurrent liabilities					6,460				8,693
Deferred tax liability					15,963				15,966
Senior secured debt					—				200,000
Senior notes					726,427				464,424
Total long term liabilities					749,657				689,895
Total liabilities					878,796				815,659
Commitments and contingencies (see Note 15)					—				—
Redeemable convertible preferred stock:
Series B preferred stock, $.01 par value, 750,000 shares authorized; 484,585 and 679,495 shares issued and outstanding, respectively					163,031				228,606
Series C preferred stock, $.01 par value; 500,000 shares authorized; no shares issued					—				—
Total redeemable convertible preferred stock					163,031				228,606
Stockholders' equity:
Preferred stock, $.01 par value; 8,750,000 shares authorized; no shares issued					—				—
Common stock, $.01 par value; 290,000,000 shares authorized, 112,605,519 and 95,401,557 shares issued and outstanding, respectively					1,126				954
Additional paid-in capital					860,100				800,992
Accumulated deficit					(762,820	)			(739,566	)
Unearned compensation					(219	)			(145	)
Accumulated other comprehensive loss, net of tax					—				(530	)
Total stockholders' equity					98,187				61,705
Total liabilities and stockholders' equity				$	1,140,014			$	1,105,970