TELEPHONE & DATA SYSTEMS INC /DE/ — Director's Dealing 2012

May 18, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TELEPHONE & DATA SYSTEMS INC /DE/ (TDS)
CIK: 0001051512
Period of Report: 2012-05-16

Reporting Person: CARLSON LEROY T JR (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-25	Common Shares	G	150000	—	Disposed	150000	Indirect
2012-05-11	Common Shares	G	124126	—	Disposed	0	Indirect
2012-05-11	Common Shares	G	124126	—	Acquired	124126	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-05-11	Series A Common Shares	$	G	175874	Disposed		Common Shares (175874)	Indirect
2012-05-11	Series A Common Shares	$	G	175874	Acquired		Common Shares (175874)	Indirect
2012-05-16	Option (Right to buy)	$20.79	A	309200	Acquired	2022-05-16	Common shares (309200)	Direct
2012-05-16	Restricted stock units	$	A	57500	Acquired		Common Shares (57500)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	5553.7302	Direct
Common Shares	518.35	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Common Shares	$		Common Shares (8632.454)	8632.454	Direct
Series A Common Shares	$		Common Shares (296.9141)	296.9141	Indirect

Footnotes

F1: Series A Common Shares are convertible, on a share-for-share basis, into common shares.

F2: Includes 3768 shares owned by children. Reporting person disclaims beneficial ownerhsip of shares owned by children.

F3: Voting trust certificates representing 150,000 Common Shares were contributed by the reporting person to a marital trust. The reporting person's spouse is the trustee and a beneficiary of the marital trust. The reporting person continues to report beneficial ownership of all of the shares contributed to the marital trust, but disclaims beneficial ownership thereof.

F4: Voting trust certificates representing 124,126 Common Shares and 175,874 Series A Common Shares were contributed by the reporting person to a family limited partnership (FLP) in exchange for general partner units and limited partner units. The reporting person and his spouse received general partner units and the reporting person received limited partner units. The reporting person continues to report all Common Shares and Series A Common Shares in the FLP, but disclaims beneficial ownership of shares in which he has no pecuniary interest.

F5: Restricted stock units award pursuant to the long term incentive plan. Stock units will become vested on December 1, 2014.

F6: Granted under the 2011 Long-Term Incentive Plan. Options vest over a 3 year period with one-third of the number of shares becoming exercisable on the first annual anniversary, one-third on the second annual anniversary and one-third on the third annual anniversary.