X0202 4 2007-12-21 0 0001328571 NTELOS HOLDINGS CORP NTLS 0001406273 QCP GP Investors II LLC 375 PARK AVENUE, 14TH FLOOR NEW YORK NY 10152 0 0 1 0 0001414394 QUADRANGLE (AIV2) CAPITAL PARTNERS II LP 375 PARK AVENUE, 14TH FLOOR NEW YORK NY 10152 0 0 1 0 0001406272 Quadrangle GP Investors II LP 375 PARK AVENUE, 14TH FLOOR NEW YORK NY 10152 0 0 1 0 0001414393 QUADRANGLE (AIV2) SELECT PARTNERS II LP 375 PARK AVENUE, 14TH FLOOR NEW YORK NY 10152 0 0 1 0 0001352013 QUADRANGLE CAPITAL PARTNERS II-A L P 375 PARK AVENUE, 14TH FLOOR NEW YORK NY 10152 0 0 1 0 0001414395 QUADRANGLE NTELOS GP LLC 375 PARK AVENUE, 14TH FLOOR NEW YORK NY 10152 0 0 1 0 0001414396 QUADRANGLE NTELOS HOLDINGS II LP 375 PARK AVENUE, 14TH FLOOR NEW YORK NY 10152 0 0 1 0 Common Stock, par value $0.01 per share 2007-12-21 4 P 0 848437 26.59 A 5528222 I See Footnotes Upon the receipt of regulatory approval from the State of Virginia on December 19, 2007, all contingencies were met for the purchase by Quadrangle NTELOS Holdings II LP of 848,437 shares of Common Stock under a Stock Purchase Agreement dated as of September 25, 2007. These shares of Common Stock are held by Quadrangle NTELOS Holdings II LP. QCP GP Investors II LLC is the general partner of Quadrangle GP Investors II LP, which is the general partner of each of Quadrangle (AIV2) Capital Partners II LP, Quadrangle (AIV2) Select Partners II LP and Quadrangle Capital Partners II-A LP (collectively, the "QCP II Funds"). The QCP II Funds are the managing members of Quadrangle NTELOS GP LLC, which is the general partner of Quadrangle NTELOS Holdings II LP. Pursuant to Rule 16a-1(a)(2)(ii)(B) under the Securities Exchange Act of 1934, as amended (the "Act"), each of the Reporting Persons may be deemed to be the beneficial owner of the securities reported herein only to the extent of its pecuniary interest therein. Pursuant to Rule 16a-1(a)(4) under the Act, this filing shall not be deemed an admission that the any of the Reporting Persons is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any securities reported herein in excess of such amount. Michael Huber, Managing Member 2007-12-21