Form 144
UNITED STATES OBM APPROVAL
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 144
OMB Number:     3235-0101
Expires:  September 30, 1995
Estimated average burden
hours per response.....2.0
  SEC USE ONLY
NOTICE OF PROPOSED SALE OF SECURITIES
PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
DOCUMENT SEQUENCE NO.
ATTENTION:   Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with a market maker. CRISP NUMBER

1 (a) NAME OF ISSUER (Please type or print)

TELEPHONE AND DATA SYSTEMS, INC.

(b) IRS IDENT. NO.

36-2669023

(c) S.E.C. FILE NO.

001-14157

WORK LOCATION



1 (d) ADDRESS OF ISSUER                STREET

30 N. LASALLE ST., STE. 4000

CITY

CHICAGO

STATE

IL

ZIP CODE

60602

(e) TELEPHONE NO.
AREA CODE     NUMBER
(312)        630-1900

2 (a) NAME OF PERSON FOR WHOSE ACCOUNT THE SECURITIES ARE TO BE SOLD

  George L. Dienes

(b) SOCIAL SECURITY NO. OR IRS IDENT. NO.

      N/A

(c) RELATIONSHIP TO ISSUER

Vice President
Corporate
Development
(d)  ADDRESS                STREET

     30 N. LaSalle St., Ste. 4000

CITY

Chicago

STATE

IL

ZIP CODE

60602

INSTRUCTION:  The person filing this notice should contact the issuer to obtain the IRS. Identification Number and the S.E.C File Number.

3 (a) Title of the
Class of Securities
To be Sold

(b) Name and Address of Each Broker Through Whom the Securities
are to be Offered or Each Market Maker who is Acquiring the
Securities

SEC USE ONLY
Broker-Dealer
File Number

(c) Number of Shares
or Other Units
To Be Sold

(See instr. 3(c))
(d) Aggregate
Market
Value

(See instr. 3 (d))
(e) Number of Shares
or Other Units
Outstanding

(See Instr. 3 (e))
(f) Approximate
Date of Sale

(See instr. 3 (f))
(MM  DD  YY)
(g) Name of Each
Securities
Exchange

(See instr. 3 (g))
  COMMON   Smith Barney Citigroup
  10 South Wacker Drive, Suite 2800
  Chicago, IL 60606
  5,120 $340,480 50,589,000 2/5/04 AMEX
 
 
 
             
 
 
 
             

INSTRUCTIONS

1.   3.  
a) Name of Issuer a) Title of the class of securities to be sold
b) Issuer's I.R.S. Identification Number b) Name and address of each broker through whom the securites are intended to be sold
c) Issuer's S.E.C. file number, if any c) Number of shares or other units to be sold (if debt securities, give the aggregate face amount)
d) Issuer's address, including zip code d) Aggregate market value of the securities to be sold as of a specified date within 10 days prior to the filing of this
e) Issuer's telephone number, including area code   notice
       
2.   e) Number of shares or other units of the class outstanding, or if debt securites the face amount thereof outstanding,
a) Name of person whose account the securities are to be sold   as shown by the most recent report or statement published by the issuer
b) Such person's Social Security or I.R.S identification number f) Approximate date on which securities are to be sold
c) Such person's relationship to the issuer (e.g. officer, director, 10% stockholder, or member of immediate family g) Name of each securities exchange, if any, om which the securities are intended to be sold
  or any of the foregoing)    
d) Such person's address, including zip code    


TABLE I - SECURITIES TO BE SOLD
Furnish the following information with respect to the acquisition of the securites to be sold
and with respect to the payment of all or any part of the purchase price or other consideration therefor:


Title of
the Class
Date You
Acquired
Nature of Acquisition Transaction Name of Person from Whom Acquired
(if gift, also date donor acquired)
Amount of
Securities Acquired
Date of Payment Nature of Payment
COMMON



2/5/04 EXERCISE OF EMPLOYEE STOCK
OPTIONS
TELEPHONE AND DATA SYSTEMS, INC. 5120 2/5/04 (1)

INSTRUCTIONS:    If the securities were purchased and full payment therefore was not made in cash at the time of purchase, explain in the table or in a note thereto
the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement
and state when the note or other obligation was discharged in full or the last installment period.




TABLE II - SECURITIES SOLD DURING THE PAST 3 MONTHS
Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.


Name and Address of Seller Title of Securities Sold Date of Sale Amount of Securities Sold Gross Proceeds
 
 
None
 
 
 
       
         

REMARKS: (1) Personal Funds


INSTRUCTIONS:   See the definition of "person" in paragraph (a) of Rule 144. Information is to be given only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice. ATTENTION:   The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operation of the Issuer of the securities to be sold which has not been publicly disclosed.

      /s/ GEORGE DIENES  
 
 
 
  DATE OF NOTICE   SIGNATURE  

The notice shall be given by the person for whose account the securities are to be sold. At least one copy of the notice shall be manually signed.
Any copies not manually signed shall bear typed or printed signatures.

ATTENTION:   Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001).

SEC 1147 (10/90)