Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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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1. Name and Address of Reporting Person *
CARLSON LEROY T JR
 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)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President and CEO
(Last)
(First)
(Middle)

30 N. LASALLE ST., STE. 4000		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2011
(Street)


CHICAGO, IL 60602		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Reporting
(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 at end of Issuer's Fiscal Year
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Shares             4,795.45 D  
Special Common Shares             74,233.93 (12) D  
Common Shares             1,158.011 I By wife
Special Common Shares             6,444.2514 I By Wife
Common Shares 12/31/2011   J(4) 220 A $ (4) 9,577.27 I By 401K plan
Special Common Shares 12/31/2011   J(4) 195.52 A $ (4) 8,625.37 I By 401K plan
Special Common 12/16/2011   G(10) 10,491 D $ 0 1,815,587.35 (6) I By Voting Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 2270 (9-02)

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 at End of Issuer's Fiscal Year
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option (Right to buy) $ 60.2           12/15/2002 08/19/2012 Tandem Common and Special Common Shares
68,215
  68,215
D
 
Option (Right to buy) $ 52.92           12/15/2003 07/03/2013 Tandem Common and Special Common Shares
65,567
  65,567
D
 
Option (Right to buy) $ 66           12/15/2004 05/08/2014 Tandem Common and Special Common Shares
67,540
  67,540
D
 
Option (Right to buy) $ 77.36           12/15/2005 04/20/2015 Tandem Common and Special Common Shares
111,045
  111,045
D
 
Option (Right to buy) $ 49.8           12/15/2006 12/13/2016 Special Common Shares
213,333
  213,333
D
 
Option (Right to buy) $ 59.45           12/15/2007 07/02/2017 Special Common Shares
179,653
  179,653
D
 
Option (Right to buy) $ 35.35             (7) 08/26/2018 Special Common Shares
226,425
  226,425
D
 
Option (Right to buy) $ 26.95             (8) 05/20/2019 Special Common Shares
244,000
  244,000
D
 
Option (Right to buy) $ 26.66             (8) 05/25/2020 Special Common Shares
250,000
  250,000
D
 
Option (Right to buy) $ 29.94             (8) 05/13/2021 Special Common Shares
230,000
  230,000
D
 
Restricted Stock Units             12/15/2012   (9) Special Common Shares
37,400
  37,400
D
 
Restricted Stock Units               (11) 12/02/2013 Special Common Shares
36,700
  36,700
D
 
Series A Common Shares   12/16/2011   G(10)   10,472   (1)   (1) Common or Special Common Shares
1,819,611.09
$ 0 1,819,611.09 (2)
I
By Voting Trust
Deferred Compensation   12/31/2011   J 232.137     (3)   (3) Common Shares
13,019.41
(3) 13,019.41
D
 
Deferred Compensation   12/31/2011   J 654.61     (5)   (5) Special Common Shares
36,063.492
(5) 36,063.492
D
 
Series A Common Shares               (1)   (1) Common or Special Common Shares
13,441.54
  13,441.54
D
 
Series A Common Shares               (1)   (1) Common or Special Common Shares
5,283.15
  5,283.15
I
By Wife

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CARLSON LEROY T JR
30 N. LASALLE ST., STE. 4000
CHICAGO, IL 60602		   X     President and CEO  

Signatures

Julie D. Mathews, by power of atty 01/19/2012
**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) Series A Common shares are convertible, on a share-for-share basis, into common or special common.
(2) 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, 95768.22 (including 17830.22 acquired in dividend reinvestment) are held as custodian for children and 9159.01 (including 1202.01 acquired in dividend reinvestment) are held by spouse, and 687,337.39 (including 17340.39 acquired in dividend reinvestment) shares are held by a family partnership of which reporting person is a general partner. Of the remaining shares, 2855.47 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, 862,693 Series A common Shares owned by family limited partnership.
(3) 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.
(4) Voluntary reporting of shares acquired in 2011 in the TDS 401K. The information is based on a plan statement dated 12/31/11. The number of shares fluctuates and is attributable to the price of the shares on 12/31/11.
(5) 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.
(6) 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.
(7) Granted under the 2004 Long Term Incentive Plan. Options vest over a 3 year period with one-third vesting on Aug. 26, 2009, one-third vesting on Aug. 26, 2010 and one-third vesting Aug. 26, 2011.
(8) Granted under the Long-Term Incentive Plan. Options vest over a 3 year period with one-third becoming exercisable on the first anniversary, one-third on the second anniversary and one-third becoming exercisable on the third anniversary.
(9) Restricted stock unit award pursuant to the Long-Term Incentive Plan. Stock units will become vested on December 15, 2012.
(10) Gift
(11) Restricted stock unit award pursuant to the Long Term Incentive Plan. Stock units will become vested on Dec. 2, 2013.
(12) Includes 1634 shares owned by children. Reporting person disclaims beneficial ownerhsip of shares owned by children.

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