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Filed by Alamosa Holdings, Inc.
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
of the Securities Exchange Act of 1934
Subject Company:
Alamosa PCS Holdings, Inc.
Commission File No. 005-58523
The following communications contain forward-looking statements that
are subject to various risks and uncertainties. Such forward looking statements
are made pursuant to the "safe-harbor" provisions of the Private Securities
Litigation Reform Act of 1995 and are made based on management's current
expectations or beliefs as well as assumptions made by, and information
currently available to, management. A variety of factors could cause actual
results to differ materially from those anticipated in Alamosa's forward-looking
statements, including the following factors: failure to satisfy the conditions
to closing the acquisitions or financings described in the following
communications; costs related to the acquisitions; the risk that the
acquisitions will not be integrated successfully; delays in network construction
and launch; increases in network construction costs; Alamosa's dependence on its
affiliation with Sprint PCS; shifts in populations or network focus; changes or
advances in technology; changes in Sprint's national service plans or fee
structure with Alamosa; change in population; increased competition in Alamosa's
markets; and adverse changes in financial position, condition or results of
operations. For a detailed discussion of cautionary statements and factors that
could cause actual results to differ from Alamosa's forward-looking statements,
please refer to Alamosa's filings with the Securities and Exchange Commission,
especially in the "risk factors" sections of Alamosa' Prospectuses filed on
February 4, 2000, its Form 10-K for the year ended December 31, 1999 and in
subsequent filings with the Securities and Exchange Commission.
INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION
STATEMENT AND PROXY STATEMENT/PROSPECTUS TO BE FILED BY ALAMOSA PCS HOLDINGS,
INC. AND ALAMOSA HOLDINGS, INC. WITH THE SECURITIES AND EXCHANGE COMMISSION
REGARDING THE BUSINESS COMBINATION TRANSACTIONS REFERENCED IN THE FOLLOWING
INFORMATION WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT
INFORMATION. Additionally, a detailed list of names, affiliations and interests
of participants in the solicitation can be found in the proxy
statement/prospectus, when available. Investors and security holders may obtain
a free copy of the registration statement and proxy statement/prospectus (when
available) and other documents filed by Alamosa PCS Holdings, Inc. and Alamosa
Holdings, Inc. at the Securities and Exchange Commission's web site at
www.sec.gov. The registration statement and proxy statement/prospectus and such
other documents may also be obtained free of charge by directing such request to
Alamosa PCS Holdings, Inc., Attn: Chief Financial Officer, 4403 Brownfield
Highway, Lubbock, Texas 79407.
On July 31, 2000, Alamosa PCS Holdings, Inc. announced that it signed
definitive agreements to merge two Sprint PCS affiliates, Roberts Wireless
Communications, LLC and Washington Oregon Wireless, LLC into its operations.
THE FOLLOWING IS A DESCRIPTION OF A CHART
ALAMOSA PCS HOLDINGS, INC.
HAS MADE AVAILABLE TO REQUESTING INVESTORS.
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Corporate Structure [Alamosa logo]
Chart of corporate structure of Alamosa Holdings, Inc., Alamosa PCS Holdings,
Inc., Alamosa PCS Inc., Alamosa Operations, Inc., Alamosa Sub I, and Roberts and
WOW, indicating Borrower and Guarantor of Bank Debt.
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