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

Jan 17, 2012

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: TELEPHONE & DATA SYSTEMS INC /DE/ (TDS)
CIK: 0001051512
Period of Report: 2011-12-31

Reporting Person: CARLSON WALTER CD (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-09-08	Special Common Shares	J	63286	—	Disposed	1907276.33	Indirect
2011-09-08	Special Common Shares	J	63286	—	Acquired	1907276.33	Indirect
2011-01-04	Special Common Shares	J	35599	—	Disposed	1907276.33	Indirect
2011-01-04	Special Common Shares	J	35599	—	Acquired	1907276.33	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-12-20	Series A Common Shares	$	G	3102	Disposed		Common or Special Common Shares (1968388.39)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	6198.7	Direct
Special Common Shares	14886	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Common shares	$		Common or Special Common Shares (934.68)	934.68	Direct

Footnotes

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

F2: Reporting person is one of four trustees which is record owner of these shares and while files its holdings on forms 4. Of these shares, 114,606.68 (13,351.68 including shares acquired pursuant to a dividend reinvestment plan) are held as custodian for child, 7770 are held by wife and 685,962.47 (including 15,965.47 acquired pursuant to a dividend reinvestment plan) are held by family partnership of which reporting person is a general partner. Reporting person disclaims beneficial ownerhip of the shares owned by wife and the shares held as custodian for children. The remaining shares include 282,420 owned by two GRAT's, 77,761.84 shares acquired pursuant to a dividend reinvestment plan and 738,755.33 in the individual reporting person's name.

F3: Reporting person is one of four trustees which is record owner of these shares and while files its holdings on forms 4. Of these shares, 113859.94 (including 12604.95 shares acquired pursuant to a dividend reinvestment plan) are held as custodian for children, 5030.72 held by children, 7770 are held by wife and 687,337.39 (including 17340.39 acquired pursuant to a dividend reinvestment plan) are held by family partnership of which reporting person is a general partner. Reporting person disclaims beneficial ownerhip of the shares owned by wife, children and the shares held as custodian for children. The remaining shares include 524,296.5 owned by two GRAT's (including 24,296.5 shares acquired pursuant to a dividend reinvestment plan) and 630,093.82 (108,918.48 shares acquired pursuant to a dividend reinvestment plan) in the individuals reporting person's name.

F4: On Sept. 8, 2011, the reporting person transferred voting trust certificates representing 63,286 special common shares from reporting person's GRAT to reporting person individually. The reporting person previously reported all securities held in his name and through a GRAT. Accordingly, the transfer of voting trust certificates did not result in any change in the number of securities reported as beneficially owned by the reporting person.

F5: On Jan. 4, 2011, the reporting person transferred voting trust certificates representing 35,599 special common shares from reporting person's GRAT to reporting person individually. The reporting person previously reported all securities held in his name and through a GRAT. Accordingly, the transfer of voting trust certificates did not result in any change in the number of securities reported as beneficially owned by the reporting person.