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

Jan 26, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TELEPHONE & DATA SYSTEMS INC /DE/ (TDS)
CIK: 0001051512
Period of Report: 2012-01-24

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-24	Common Shares	J	9577.27	—	Disposed	0	Indirect
2012-01-24	Special Common Shares	J	8625.37	—	Disposed	0	Indirect
2012-01-24	Common Shares	J	18926.39	—	Acquired	18926.39	Indirect
2012-01-24	Common Shares	J	153.45	—	Disposed	0	Direct
2012-01-24	Common Shares	J	166.8002	—	Acquired	166.8002	Direct
2012-01-24	Special Common Shares	J	5386.93	—	Disposed	0	Direct
2012-01-24	Common Shares	J	5386.93	—	Acquired	5553.7302	Direct
2012-01-24	Special Common Shares	J	1815587.35	—	Disposed	0	Indirect
2012-01-24	Common Shares	J	1815587.35	—	Acquired	1815587.35	Indirect
2012-01-24	Special Common Shares	J	392.25	—	Disposed	0	Indirect
2012-01-24	Common Shares	J	392.25	—	Acquired	392.25	Indirect
2012-01-24	Common Shares	J	116.01	—	Disposed	0	Indirect
2012-01-24	Common Shares	J	126.1029	—	Acquired	518.35	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-24	Series A Common Shares	$	J	7941.54	Disposed		Common or Special Common Shares (7941.54)	Direct
2012-01-24	Series A Common Shares	$	J	8632.454	Acquired		Common Shares (8632.454)	Direct
2012-01-24	Series A Common Shares	$	J	273.15	Disposed		Common or Special Common Shares (273.15)	Indirect
2012-01-24	Series A Common Shares	$	J	296.9141	Acquired		Common Shares (296.9141)	Indirect
2012-01-24	Series A Common Shares	$	J	1819611	Disposed		Series A Common Shares (1819611)	Indirect
2012-01-24	Series A Common Shares	$	J	1977916.938	Acquired		Common Shares (1977916.938)	Indirect
2012-01-24	Deferred Compensation	$	J	13019.41	Disposed		Common Shares (13019.41)	Direct
2012-01-24	Deferred Compensation	$	J	14152.0987	Acquired		Common Shares (14152.0987)	Direct
2012-01-24	Deferred Compensation	$	J	36063.492	Disposed		Special Common Shares (36063.492)	Direct
2012-01-24	Deferred Compensation	$	J	36063.492	Acquired		Common Shares (36063.492)	Direct
2012-01-24	Stock Option (Right to Buy)	$60.20	J	68215	Disposed	2012-08-19	Common and Special Common Shares (68215)	Direct
2012-01-24	Stock Option (Right to Buy)	$28.85	J	142364.705	Acquired	2012-08-19	Common Shares (142364.705)	Direct
2012-01-24	Stock Option (Right to Buy)	$52.92	J	65567	Disposed	2013-07-03	Common and Special Common Shares (65567)	Direct
2012-01-24	Stock Option (Right to Buy)	$25.36	J	136838.329	Acquired	2013-07-03	Common Shares (136838.329)	Direct
2012-01-24	Stock Option (Right to Buy)	$66.00	J	67540	Disposed	2014-05-08	Common and Special Common Shares (67540)	Direct
2012-01-24	Stock Option (Right to Buy)	$31.62	J	140955.98	Acquired	2014-05-08	Common Shares (140995.98)	Direct
2012-01-24	Stock Option (Right to Buy)	$77.36	J	111045	Disposed	2015-04-20	Common and Special Common Shares (111045)	Direct
2012-01-24	Stock Option (Right to Buy)	$37.07	J	231750.915	Acquired	2015-04-20	Common Shares (231750.915)	Direct
2012-01-24	Stock Option (Right to Buy)	$49.80	J	213333	Disposed	2016-12-13	Special Common Shares (213333)	Direct
2012-01-24	Stock Option (Right to Buy)	$49.80	J	213333	Acquired	2016-12-13	Common Shares (213333)	Direct
2012-01-24	Stock Option (Right to Buy)	$59.45	J	179653	Disposed	2017-07-02	Special Common Shares (179653)	Direct
2012-01-24	Stock Option (Right to Buy)	$59.45	J	179653	Acquired	2017-07-02	Common Shares (179653)	Direct
2012-01-24	Stock Option (Right to Buy)	$35.35	J	226425	Disposed	2018-08-26	Special Common Shares (226425)	Direct
2012-01-24	Stock Option (Right to Buy)	$35.35	J	226425	Acquired	2018-08-26	Common Shares (226425)	Direct
2012-01-24	Stock Option (Right to Buy)	$26.95	J	244000	Disposed	2019-05-20	Special Common Shares (244000)	Direct
2012-01-24	Stock Option (Right to Buy)	$26.95	J	244000	Acquired	2019-05-20	Common Shares (244000)	Direct
2012-01-24	Stock Option (Right to Buy)	$26.66	J	250000	Disposed	2020-05-25	Special Common Shares (250000)	Direct
2012-01-24	Stock Option (Right to Buy)	$26.66	J	250000	Acquired	2020-05-25	Common Shares (250000)	Direct
2012-01-24	Stock Option (Right to Buy)	$29.94	J	230000	Disposed	2021-05-13	Special Common Shares (230000)	Direct
2012-01-24	Stock Option (Right to Buy)	$29.94	J	230000	Acquired	2021-05-13	Common Shares (230000)	Direct

Footnotes

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

F2: Pursuant to a reclassification exempt under Rule 16b-3 and Rule 16b-7, each Special Common Share was reclassified into one Common Share, each Common Share was reclassified into 1.087 Common Shares, and each Series A Common Share was reclassified into 1.087 Series A Common Shares, and each stock award relating to such shares was appropriately adjusted.

F3: Reporting person is one of four trustees which is record owner of these shares which files its holdings on forms 4. Of these Series A Common shares, 104,100.453 (including 19,381.453 acquired in dividend reinvestment) are held as custodian for children and 9955.579 (including 1306.579 acquired in dividend reinvestment) are held by spouse, and 747,136 (including 18,849.008 acquired in dividend reinvestment) shares are held by a family partnership of which reporting person is a general partner. Of the remaining shares, 3103.898 were earned pursuant to a dividend reinvestment plan. Reporting person disclaims beneficial ownership of shares owned by wife and as custodian for children. In addition, 937,747 Series A common Shares owned by family limited partnership.

F4: Reporting person is one of four trustees which is record owner of these shares which files its holdings on forms 4. Of these Special Common shares, 95973.33 (18016.33 including acquired in dividend reinvestment) are held as custodian for children and 13492.61 (including 1221.61 acquired in dividend reinvestment) are held by spouse, and 685,962.47 including 15965.47 acquired in dividend reinvestment) shares are held by a family partnership of which reporting person is a general partner. Of the remaining shares, 0.94 were earned pursuant to a dividend reinvestment plan. Reporting person's GRAT owns 383,912 and wife's GRAT owns 326,250. Reporting person disclaims beneficial ownership of shares owned by wife and as custodian for children.

F5: Includes 3768 shares owned by children. Reporting person disclaims beneficial ownerhsip of shares owned by children.

F6: Reporting person deferred bonuses pursuant to the TDS Long Term Incentive Plan. Employer matches vest ratably at a rate of 33%, 33%, 34% over three years. A total of 13,019.41 common shares units were vested at 12/31/11.

F7: Reporting person deferred bonuses pursuant to the TDS Long Term Incentive Plan. Employer matches vest ratably at a rate of 33%, 33% and 34% over three years. A total of 34,916.27 special common share units were vested at 12/31/11.

F8: Granted under the 2004 Long Term Incentive Plan. Options vest over a 3 year period with one-third vesting on the first annual anniversary, one-third vested on the second annual anniversary and one-third vesting on the third annual anniversary.

F9: Shares held in TDS 401K plan. The number of shares fluctuates and is attributable to the price of the shares on Dec. 31, 2011.

F10: Shares held in TDS 401K plan. The number of shares fluctuates and is attributable to the price of the shares on Jan. 25, 2012.