UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 _____________ FORM 10-Q/A (Amendment No.1) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 _____________ For the quarter ended: September 30, 2000 Commission File: 0-16751 NTELOS Inc. (Exact name of Registrant as specified in its Charter) Virginia 54-1443350 (State or other jurisdiction of (I.R.S. Employer Identification Number) incorporation or organization) P.O. Box 1990 Waynesboro, Virginia 22980 (Address of principal executive office, including zip code) Formerly CFW Communications Company ------------------------------------- (Former name, former address and former fiscal year, if changed since last report) 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 x No ____ ------- (APPLICABLE ONLY TO CORPORATE ISSUERS) Indicate the number of shares outstanding of each of the issuer's classes of common stock as of the latest practicable date. Class Common Stock, no par value Outstanding on May 15, 2001 was 16,858,274. EXPLANATORY NOTE This Amendment No. 1 to the Registrant's Quarterly Report on Form 10-Q for the quarter ended September 30, 2000, is being filed in order to revise the presentation of earnings per share to reflect the deduction of dividend requirements on preferred stock from income from continuing operations, and to present earnings per share from discontinued operation, as follows: Three Months Ended Nine Months Ended --------------------------------------- ------------------------------------------ September 30, September 30, September 30, September 30, 2000 1999 2000 1999 ------------------ --------------- ------------------ ------------------ Basic earnings per common share: Continuing operations $ 0.99 $ 0.34 $ 0.97 $ 0.50 Discontinued operation 1.23 (0.00) 1.29 0.04 -------------- ------------- ------------ ------------- Basic earnings per common share $ 2.22 $ 0.34 $ 2.26 $ 0.54 ============== ============= ============ ============= Diluted earnings per common share: Continuing operations $ 0.96 $ 0.34 $ 0.95 $ 0.50 Discontinued operation 1.20 (0.01) 1.26 0.04 -------------- ------------- ------------ ------------- Diluted earnings per common share $ 2.16 $ 0.33 $ 2.21 $ 0.54 ============== ============= ============ ============= SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized in City of Waynesboro, Commonwealth of Virginia, on June 18, 2001. NTELOS Inc. a Virginia corporation (Registrant) By: /s/ James S. Quarforth --------------------------- James S. Quarforth Chief Executive Officer