<PAGE>   1
                                                                EXHIBIT 10.1





                                  LOAN FACILITY


                            dated as of June 29, 2001


                                     between




                   Deutsche Telekom International Finance B.V.
                               Strawinskylaan 1243
                                1077 XX Amsterdam
                                   Netherlands

                                   ("Lender")




                                       and




Powertel, Inc
                             1239 O.G. Skinner Drive
                                   West Point
                                     Georgia
                                      (USA)

                                  ("Borrower")
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                                    CONTENTS







                             Section 1 Loan Facility



                                Section 2 Purpose



                     Section 3 Availability of the Facility



           Section 4 Interest, interest payments, interest calculation



                            Section 5 Loan repayment



                             Section 6 Notifications



                             Section 7 Miscellaneous



                      Section 8 Governing Law, Jurisdiction









Annex 1: Terms and Conditions
<PAGE>   3
         WHEREAS:



         The Lender has agreed to make available a loan of a principal amount of
USD 1.100.000.000 to the Borrower, which shall be deemed to be on the terms and
subject to the conditions of this Agreement.

         NOW IT IS HEREBY AGREED as follows:



                             SECTION 1 LOAN FACILITY

The Lender shall grant a loan facility of

                                USD 1.100.000.000
                      (One Billion one hundred Million USD)


                                SECTION 2 PURPOSE

The facility shall be used as follows:

<TABLE>
<S>                      <C>                                      <C>
USD 248.774.374,28       Repayment of Powertel Senior Credit      Available on June 29, 2001
                         Facility due June 29, 2001

USD 396.672.543,33       Repayment of Powertel                    Available on July 2, 2001
                         12% Sr. Discount Notes, February 7,
                         1996, due July 2, 2001

USD 388.680.000,00       Repayment of Powertel                    Available on July 2, 2001
                         12% Sr. Discount Notes, April 19,
                         1996, due July 2, 2001

USD 65.873.082,39        General Corporate Needs                  Available beginning June 29,
                                                                  2001 and ending December
                                                                  15, 2001
</TABLE>




                     SECTION 3 AVAILABILITY OF THE FACILITY

The facility shall be made available in tranches to the Borrower on the
respective value dates ( Section 2 ). Drawings under the working capital tranche
(USD 65.873.082,39) are to be made with five days prior written notice to the
lender.
<PAGE>   4
           SECTION 4 INTEREST, INTEREST PAYMENTS, INTEREST CALCULATION

1.       The disbursed loan amount shall be charged interest at the six-month
         LIBOR (USD) (see Telerate Page 3750) plus 0,95% p.a., which is quoted
         two banking days before the start of the interest period. The first
         interest period begins with the twenty-ninth of June 2001 and ends with
         the fifteenth of December 2001.

2.       The interest rate for the first interest period shall be a fixed rate
         of 4,85% p.a.

3.       If a LIBOR cannot be determined, the arithmetical mean from the
         interest rates stated on the market (per Telerate) for six-month Libor
         (USD) deposits in interbank trading shall be considered as LIBOR for
         the interest period concerned.

4.       Interest shall be credited to the lenders bank account on every
         fifteenth of July and every fifteenth of December (interest payment
         date).

5.       For interest calculation , the year shall be deemed to consist of 360
         days and each month shall consist of actual days. (Euro-interest-method
         act/360).

6.       The interest rate payable will be subject to adjustment during the life
         of the loan. In the event of a rating change by Moody's and/or
         Standard & Poors that causes the ratings of Deutsche Telekom by both
         agencies to be below the single A category (below A3 for Moody's
         and below A- for Standard & Poors), the interest rate on the loan will
         be adjusted.
         The loan will bear interest at the applicable interest rate from the
         date of disbursal of the loan up until the first interest payment date
         after which this interest rating change occurs. Beginning with the
         first interest payment date after this rating change, the loan will
         bear interest at the adjusted interest rate per annum set forth below.
         The adjusted interest rate per annum for the loans initial interest
         rate increases by 0,5% p.a.
         If subsequent to a step-up in the interest rate as a result of rating
         change by Moody's and Standard & Poors, a new rating change by Moody's
         and/or Standard & Poors causes the rating of both agencies to be above
         the triple B category (above Baa1 for Moody's and above BBB+ for
         Standard & Poors), the interest payable on the loan will be decreased
         by 0,5% p.a. beginning with the first interest payment date after such
         rating change.
         There is no limit on the number of times the interest payable on the
         loan can be adjusted up or down based on rating changes by Moody's and
         Standard & Poors during the life of the loan.




                            SECTION 5 LOAN REPAYMENT


         The Borrower shall repay the loan on June 15, 2010.
<PAGE>   5
                             SECTION 6 NOTIFICATIONS

All notifications, announcements, information, and messages under the present
agreement shall be sent by registered mail or fax to the following addresses:

For the Lender:


Deutsche Telekom International Finance BV
Attn. Yorck von Reuter, Managing Director
Strawinskylaan 1243
1077 XX Amsterdam
Netherlands
Tel.: +31 20 575 3177
Fax.:+31 20 575 3178




For the Borrower:

      Powertel (c/o VoiceStream Wireless)
Attn: Brian Kirkpatrick, Vice President and Treasurer
12920 SE 38th Street
Bellevue, WA 98006 USA
Tel: +1 425-378-5049
Fax:+1 425-378-4860






                             SECTION 7 MISCELLANEOUS

1.       The Terms and Conditions are part of this Agreement (see annex).

2.       Additional Interest: If the Lender does not receive from the Borrower
         payment of any amount due under this Agreement on its due date the
         Lender agrees to pay on demand to the Lender interest on such amount
         from and including the date of such non-receipt up to and including the
         date of actual payment (as well after as before judgement) at the rate
         per annum specified in clause 4.1 plus an additional interest margin of
         1%.
<PAGE>   6
3.       Taxation

         3.1.     Tax Gross-up: All payments to be made by or on behalf of the
                  Borrower to the Lender pursuant to this Agreement shall be
                  made without set-off, counterclaim or condition whatsoever
                  except if the borrower is required by law or regulation to
                  withhold any taxes which were originally borne by the Lender.

         3.2.     Tax Receipts: If the Borrower is required by any law or
                  regulation to make any payment contemplated by Section 3.1 of
                  this Agreement, then the Borrower shall notify the Lender
                  promptly as soon as it becomes aware of such requirement. The
                  Borrower shall remit promptly the amount of such Taxes to the
                  appropriate taxation authority, and in any event prior to the
                  date on which penalties attach thereto. The Borrower will
                  deliver to the Lender all appropriate receipts or evidence of
                  any such withholding and payment and co-operate with the
                  Lender to enable the Lender to recover any tax or credit to
                  which it may be entitled.

4.       The loans made pursuant this loan facility shall be pari passu with the
         notes outstanding under the Indenture dated June 19, 1997 between
         Powertel, Inc. (formerly Intercel, Inc.) and Bankers Trust Company.





                     SECTION 8 GOVERNING LAW / JURISDICTION

1.       This agreement shall be governed by German law.

2.       The place of jurisdiction shall be Bonn/Germany.






AMSTERDAM,
DEUTSCHE TELEKOM INTERNATIONAL FINANCE BV

/s/ Yorck von Reuter             /s/ Roland Buss
---------------------            ----------------



WEST POINT,
POWERTEL (C/O) VOICESTREAM WIRELESS)

/s/ Donald Guthrie       /s/ Brian Kirkpatrick
------------------       ---------------------

<PAGE>   7
                                                                           ANNEX

                              TERMS AND CONDITIONS





                         No. 1 Conditions for disbursal

The Lender shall not be obligated to disburse the loan (including parts thereof,
insofar as this is contractually agreed) if the Borrower:

1.       has violated obligations under the Agreement;

2.       provides information before conclusion or during implementation of the
         Agreement that contains substantial incorrect elements;

3.       did not submit the following documents in an updated and sufficiently
         detailed form prior to calling each part of the loan:

         Financial and cash flow planning, as well as liquidity status

4.       did not submit in a timely manner the reports provided for in no. 9 of
         the Terms and Conditions.



                              No. 2 Loan repayment


1.       Repaid amounts shall not be available for redisbursement.

2.       The Loan shall be immediately due for repayment if the Borrower ceases
         to be a majority owned, directly or indirectly, subsidiary of Deutsche
         Telekom AG.





                                No. 3 Payments

1.       Borrower's payments must be made without charge onto the account
         specified in writing by the Lender. The Lender may name a different
         account at any time in a written message.

2.       If a payment date is not a banking day, the payment must be made on the
         next banking day. For the purposes of this Agreement, "banking day"
         shall be taken to mean any day on which the offices of the bank which
         the Borrower was notified of in writing by the Lender for payments
         under the Agreement are open.








                                  No. 4 Arrears

1.       If repayment amounts are not credited to the Lender's account on the
         due date or are not credited in full, the Lender shall be entitled to
         charge additional interest on the outstanding amounts in the amount of
         the market rates in effect among banks on the first day of delay, plus
         interest surcharge from the contractual due date up to and including
         the date payment is made.
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2.       If the Borrower delays in making other payments, it shall pay the
         Lender flat-rate damage compensation for the amount in arrears in
         accordance with no. 4, item 1, from the contractual due date up to and
         including the date of actual payment.



                              No. 5 Interest period

The interest period shall start on the day the loan amount is removed from the
Lender's account.



                        No. 6 Set-off, right of retention

The Borrower shall not be entitled to set off counterclaims against amounts owed
under this Agreement, nor to assert any right of retention.



                                No. 7 Termination

The Lender shall have the right to terminate the Loan Agreement without
observing a period of advance notice and to call in the loan with immediate
effect, including accumulated interest and other amounts owing, if one of the
following occurs:

a)       the borrower fails to comply with any covenant after being given any
         written reminder;

b)       the borrower does not submit the reports provided for in no. 9 of the
         Terms and Conditions for Granting Shareholder Loans, despite being
         given a written reminder;

c)       the borrower fails to pay principal or interest when due; or

d)       the borrower becomes bankrupt or insolvent.
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                     No. 8 Transfer of Agreement, assignment

The Lender shall be entitled to transfer the contractual relationship to a third
person in such a manner that such person enters into the Loan Agreement in lieu
of the Lender. The loan relationship then devolves upon the third person with
all rights and responsibilities under the Agreement. The Borrower's consent
shall not be required. The rights of the Borrower under the Agreement may
neither be assigned nor encumbered.



                                 No. 9 Reporting

The Borrower shall be obligated:

1.       to inform the Lender immediately of unforeseen events substantially
         affecting the business transaction and the company's condition;

2.       to submit to the Lender the reports agreed in the context of Group
         reporting.


The Lender shall be entitled

to verify the contractual use of the loan amounts at any time, and to gain
information on the economic condition by viewing the accounts and other business
records.



                             No. 10 Final provisions

1.       Changes and supplements to the Agreement must be made in writing.

2.       Invalid contractual clauses do not affect the validity of the remaining
         provisions. They shall immediately be replaced by the contracting
         parties with provisions corresponding to their meaning.

3.       If the Lender does not exercise, either for a time or permanently, a
         right to which it is entitled under the Agreement, this does not
         constitute a waiver of such right.

4.       Applicable law, venue

         a) The Agreement shall be governed by and construed in accordance with
         German law.

         b) In case of disputes, the courts of Bonn, Germany, shall have
         jurisdiction and venue.