U.S. Securities and Exchange Commission

Litigation Release No. 18376 / September 29, 2003

, Civil Action No. 03-CV-7559 (S.D.N.Y.)

Commission Charges John R. Felder and Jean M. Ruhl With Insider Trading

   The Securities and Exchange Commission ("Commission") announced the
   filing, on September 25, 2003, of a complaint in the United States
   District Court for the Southern District of New York, alleging insider
   trading in the securities of Conestoga Enterprises, Inc. ("Conestoga")
   by defendant John R. Felder, of Naples, Florida. Felder purchased
   Conestoga's stock in advance of a July 25, 2001 announcement of a
   merger between Conestoga and NTELOS, Inc. ("NTELOS") after receiving
   material, nonpublic information concerning the proposed merger from
   defendant Jean M. Ruhl, of Lewisburg, Pennsylvania, a member of
   Conestoga's Board of Directors. The complaint seeks permanent
   injunctions for violations of the antifraud provisions of the federal
   securities laws, disgorgement, civil penalties, and an officer and
   director bar against Ruhl. As described below, the defendants have
   agreed to settle this matter.

   Conestoga was an integrated communications provider based in
   Birdsboro, Pennsylvania. Its stock was traded on the NASDAQ national
   market.

   The Commission's complaint alleges that on the morning of July 25,
   2001, Conestoga publicly announced that it had signed an agreement to
   merge with NTELOS. Under the terms of the agreement, Conestoga
   shareholders would receive approximately $40 per share in a
   combination of cash and stock. This merger was never consummated. In
   September 2001, Conestoga opted to accept a more favorable offer from
   another company, D&E Communications, Inc. Following the announcement,
   Conestoga's share price increased $5.25, or 16.5 percent, from $31.75
   (at the close on July 24) to $37.

   The complaint alleges that Felder knew Ruhl socially and
   professionally, knew that she was a member of Conestoga's Board, and
   spoke with her often during the time of the merger negotiations. In
   the months leading up to Felder's trading, he and Ruhl spoke often by
   telephone, including the days surrounding each Board meeting and each
   of Felder's purchases of Conestoga stock. During at least some of
   these calls, Felder sought information from Ruhl concerning whether
   Conestoga was seeking a merger. In breach of her fiduciary duties to
   Conestoga and its shareholders, Ruhl conveyed material, nonpublic
   information concerning the proposed merger to Felder. On six separate
   days between July 2 and July 18, 2001, just prior to the announcement