Filed by: NTELOS Inc.
                           Pursuant to Rule 425 under the Securities Act of 1933
                                                    Subject Company: NTELOS Inc.
                                                   Commission File No. 000-16751


Contacts:  NTELOS Inc.                               Conestoga Enterprises, Inc.
           Michael B. Moneymaker, CFO                Albert H. Kramer, President
           Wesley Wampler, Dir. Investor             (610) 582-6204
            Relations
           (540) 949-3447
           wamplerwes@ntelos.com

                   NTELOS Inc. and Conestoga Enterprises, Inc.
                    Agree to Sell GSM Network to VoiceStream

Waynesboro, VA & Birdsboro, PA - August 28, 2001 - NTELOS Inc. (NASDAQ: NTLO),
and Conestoga Enterprises, Inc. (NASDAQ: CENI) announced today the signing of a
definitive purchase agreement with VoiceStream Wireless to sell to VoiceStream
the Conestoga Wireless GSM (Global System for Mobile Communications) network in
central Pennsylvania. The $60 million transaction will be an asset purchase that
will include the PCS licenses and wireless network assets and operations in
Reading, State College, Williamsport, Sunbury, and Pottsville, Pennsylvania and
approximately 18,000 PCS customers of Conestoga Wireless. The transaction is
subject to the closing of the previously announced merger between NTELOS Inc.
and Conestoga Enterprises, Inc., final approval by VoiceStream's parent company,
regulatory approval by the Federal Communications Commission and other customary
conditions.

On July 25, 2001 NTELOS Inc. and Conestoga Enterprises, Inc. announced a
definitive merger agreement that will create a regional Integrated
Communications Provider (ICP) with 200,000 PCS subscribers and 175,000 local
telephone access lines. NTELOS operates a CDMA digital PCS wireless network in
Virginia, West Virginia and parts of Kentucky and North Carolina. Additionally,
NTELOS owns PCS licenses in Reading, State College, and Williamsport,
Pennsylvania.

James S. Quarforth, Chief Executive Officer of NTELOS said, "Our review of the
options for integrating the wireless operations led us to believe that this
would be the best alternative for existing Conestoga Wireless customers and
satisfying growth plans for the NTELOS CDMA digital PCS network." Albert H.
Kramer, President of Conestoga added, "A smooth transition for existing wireless
customers was a high priority in the decision making process."

NTELOS Inc. (NASDAQ: NTLO), is an integrated communications provider with
headquarters in Waynesboro, Virginia. NTELOS provides products and services to
customers in Virginia, West Virginia, Kentucky, Tennessee and North Carolina,
including wireless digital PCS, dial-up Internet access, high-speed DSL
(high-speed Internet access), and local and long distance telephone services.
Welsh, Carson, Anderson & Stowe, a New York investment firm with $12 billion in
private capital, is a leading shareholder of NTELOS. Detailed information about
NTELOS is available online at www.ntelos.com.

Conestoga Enterprises, Inc. is a Birdsboro, Pennsylvania based integrated
communications provider serving southern and central Pennsylvania. Through its
subsidiaries Conestoga provides local and long-distance telephone services,
wireless PCS, Internet access, paging, cable television and communications
equipment solutions. Detailed information about Conestoga Enterprises, Inc. is
available online at www.callconestoga.com.

Based in Bellevue, Washington, VoiceStream Wireless Corp. is a nationwide
provider of communication services and operates using the GSM technology
platform. VoiceStream is a member of T-Mobile International, a subsidiary of
Deutsche Telekom's (NYSE: DT) wireless operations. For more information, visit
the company web site at www.voicestream.com.

INVESTORS and security holders ARE URGED TO READ NTELOS' Registration Statement
on Form S-4 and the JOINT PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT
DOCUMENTS relating to the merger transaction described above, when they become
available, BECAUSE THEY will CONTAIN IMPORTANT INFORMATION. When these and other
documents relating to the transaction are filed with the Commission, investors
and security holders may obtain a free copy at the Commission's web site at
www.sec.gov. The documents filed with the Commission by NTELOS may also be
obtained for free from NTELOS by directing a request to NTELOS Inc., P. O. Box
1990, Waynesboro, Virginia 22980, Attn: Investor Relations, telephone: (540)
946-3500. Certain of these documents may also be available on NTELOS' website at
www.ntelos.com when they become available. READ THE DEFINITIVE Registration
Statement and JOINT PROXY STATEMENT/PROSPECTUS CAREFULLY BEFORE MAKING A
DECISION CONCERNING THE MERGER.