Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
HERBERT C THEODORE
  2. Issuer Name and Ticker or Trading Symbol
TELEPHONE & DATA SYSTEMS INC /DE/ [TDS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP Human Resources
(Last)
(First)
(Middle)
30 N. LASALLE ST., STE. 4000
3. Date of Earliest Transaction (Month/Day/Year)
05/13/2005
(Street)

CHICAGO, IL 60451
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Special Common Shares 05/13/2005   J(2) V 23,468 A (2) 25,344 D  
Common Shares 12/07/2005   F(9)   2,710 D $ 36.88 17,880 D  
Common Shares 12/07/2005   M(4)   2,622 A (4) (8) 17,880 D  
Special Common Shares 12/07/2005   M(4)   2,622 A (4) (8) 25,344 D  
Special Common Shares 12/07/2005   F(3)   746 D $ 35.59 (3) 25,344 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option (Right to buy) (2) (4) $ 38.12 05/13/2005   J(4) V 2,622   12/15/1995 12/15/2005 Tandem Common and Special Common Shares 2,622 (4) 2,622 D  
Option (Right to buy) (2) (4) $ 47.6 05/13/2005   J(4) V 2,663   12/15/1996 12/15/2006 Tandem Common and Special Common Shares 2,663 (4) 2,663 D  
Option (Right to buy) (2) (4) $ 43.88 05/13/2005   J(4) V 2,302   12/15/1997 12/15/2007 Tandem Common and Special Common Shares 2,302 (4) 2,302 D  
Option (Right to buy) (2) (4) $ 39.75 05/13/2005   J(4) V 5,190   12/15/1998 06/22/2008 Tandem Common and Special Common Shares 5,190 (4) 5,190 D  
Option (Right to buy) (2) (4) $ 43.75 05/13/2005   J(4) V 11,700     (6) 11/05/2007 Tandem Common and Special Common Shares 11,700 (4) 11,700 D  
Option (Right to buy) (2) (4) $ 66.75 05/13/2005   J(4) V 5,190   12/15/1999 04/30/2009 Tandem Common and Special Common Shares 5,190 (4) 5,190 D  
Option (Right to buy) (2) (4) $ 105.13 05/13/2005   J(4) V 5,500   12/15/2000 05/05/2010 Tandem Common and Special Common Shares 5,500 (4) 5,500 D  
Option (Right to buy) (2) (4) $ 117.51 05/13/2005   J(4) V 10,200     (7) 09/16/2010 Tandem Common and Special Common Shares 10,200 (4) 10,200 D  
Option (Right to buy) (2) (4) $ 99.44 05/13/2005   J(4) V 4,810   12/15/2001 04/30/2011 Tandem Common and Special Common Shares 4,810 (4) 4,810 D  
Option (Right to buy) (2) (4) $ 59 05/13/2005   J(4) V 8,855   12/15/2002 07/05/2012 Tandem Common and Special Common Shares 8,855 (4) 8,855 D  
Option (Right to buy) (2) (4) $ 52.92 05/13/2005   J(4) V 9,085   12/15/2003 07/03/2013 Tandem Common and Special Common Shares 9,085 (4) 9,085 D  
Option (Right to buy) (2) (4) $ 66 05/13/2005   J(4) V 8,545   12/15/2004 05/08/2014 Tandem Common and Special Common Shares 8,545 (4) 8,545 D  
Option (Right to Buy) (2) (4) $ 77.36 05/13/2005   J(4) V 13,435   12/15/2005 04/20/2015 Tandem Common and Special Common Shares 13,435 (4) 13,435 D  
Restricted Stock Units (1) (5) (1) 05/13/2005   J(5) V 2,478   12/15/2007   (1) Tandem Common and Special Common Shares 2,478 (1) 2,478 D  
Option (Right to Buy) (4) (8) $ 38.12 12/07/2005   M(4)(8)     2,622 12/15/1995 12/15/2005 Tandem Cormmon and Special Common Shares 2,622 (4) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
HERBERT C THEODORE
30 N. LASALLE ST., STE. 4000
CHICAGO, IL 60451
      VP Human Resources  

Signatures

 Julie D. Mathews, by power of atty   12/08/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Restricted stock granted under the 2004 Long-Term Incentive Plan.
(2) On May 13 TDS authorized a special common dividend to holders of common shares in which one special common shares was distributed for each common share. The stock dividend was distributed to all shareholders making this aquisition exempt from Section 16 pursuant to Rule 16a-9(a).
(3) Delivery of special common shares as settlement for taxes due in connection with the exercise of Employee Stock Options acquired under the Telephone and Data Systems, Inc. Long Term Incentive Plan.
(4) Common Shares were granted without consideration under the long term incentive plan. As a result of the special common stock dividend, all options to purchase common shares as of May 13 under the long term incentive plan, whether vested or unvested, were adjusted into tandem options. The tandem option provides that upon exercise, the optionee purchases the number of common shares originally subject to the option plus an equal number of special common.
(5) Restricted stock units for common shares were granted without consideration under the long term incentive plan. As a result of the speciall common stock dividend, all restricted stock unit awards as of May 13 that are to be settled in common shares, whether vested or unvested, were adjusted to provide that such award will be settled in the number of common shares originally subject to the award plus an equal number of special common shares.
(6) Granted under the TDS 1998 Long Term Incentive Plan. The option is exercisable with respect to 3900 common shares on 12/15/98, 12/15/99 and 12/15/00 for a total of 11,700 common shares.
(7) Granted under the TDS 1998 Long Term Incentive Plan. The option is exercisable with respect to 2550 common shares on 12/15/01, 12/15/02, 12/15/03 and on 12/15/04 for a total of 10,200 common shares.
(8) The exercise price of this tandem option is $38.12
(9) Delivery of mature common shares in payment of exercise price of Employee Stock Options acquired under the Telephone and Data Systems, Inc. Long Term Incentive Plan.

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