<PAGE>

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

                                  FORM 10-K/A
                               (Amendment No. 1)
                 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
                    OF THE SECURITIES EXCHANGE ACT OF 1934
                                 _____________

For the fiscal year ended: December 31, 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)

Securities registered pursuant to Section 12(b) of the Act:

  Title of Each Class                 Name of Each Exchange on Which Registered
  -------------------                 -----------------------------------------

                                     NONE

          Securities registered pursuant to Section 12(g) of the Act:

                      Common Stock no par value per share

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  ____
     -------

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K is not contained  herein, and will not be contained,  to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K.    [X]

Aggregate  market  value  of the  voting  stock  held by  non-affiliates  of the
registrant as of March 13, 2001,  $262,404,275  (In determining this figure, the
registrant has assumed that all of its directors and executive  officers are
affiliates.  Such  assumption  shall  not be  deemed  conclusive  for any  other
purpose.  The aggregate market value has been computed based upon the average of
the bid and asked prices as of March 13, 2001.)

The number of shares of the registrant's Common Stock outstanding on March 13,
2001 was 16,852,922.
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                               EXPLANATORY NOTE

     This Amendment No. 1 to the Registrant's Annual Report on Form 10-K for the
fiscal year ended December 31, 2000, is being filed in order to amend the
disclosure in NTELOS' 2000 Annual Report to shareholders incorporated by
reference in Item 6. Selected Financial Data and Item 8. Financial Statements
and Supplementary Data, 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:

<TABLE>
<CAPTION>
                                                                      Year Ended December 31,
                                                          2000                  1999                 1998
                                                          ----                  ----                 ----
<S>                                                <C>                   <C>                   <C>
Basic earnings (loss) per common share:
        Continuing operations                         $         (0.58)      $          0.45      $          0.53
        Discontinued operation                                   1.25                  0.05                 0.12
                                                    -----------------     -----------------    -----------------
        Basic earnings per common share               $          0.67       $          0.50      $          0.65
                                                    =================     =================    =================
Diluted earnings (loss) per common share:
        Continuing operations                         $         (0.58)      $          0.45      $          0.52
        Discontinued operation                                   1.25                  0.05                 0.13
                                                    -----------------     -----------------    -----------------
        Diluted earnings per common share             $          0.67       $          0.50      $          0.65
                                                    =================     =================    =================
Average Shares outstanding - basic                             13,106                13,042               13,008
Average Shares outstanding - diluted                           13,106                13,113               13,094
</TABLE>

     This Amendment No. 1 also amends the disclosure contained in the "Quarterly
Review" in NTELOS' 2000 Annual Report to shareholders contained in Exhibit 13 to
the Annual Report on Form 10-K, as follows:

                                                       Third            Fourth
                                                       Quarter          Quarter
--------------------------------------------------------------------------------
 2000

 Income (loss) from continuing operations per common
 share--diluted                                         .960            (1.543)


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                                  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