SEC FORM 5

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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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.

1. Name and Address of Reporting Person^*

WILLIAMSON SCOTT H

(Last)

(First)

(Middle)

C/O TDS INC

30 N. LASALLE ST #4000

(Street)

CHICAGO

60602

(City)

(State)

(Zip)

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)
	Senior Vice President

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2003

4. If Amendment, Date of 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

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)
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)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	06/30/2003		J	22.9909	A	⁽¹⁾	1,410.76	D
Common Shares	09/30/2003		J	12.4847	A	⁽¹⁾	1,410.76	D
Common Shares	12/31/2003		J	11.2851	A	⁽¹⁾	1,410.76	D

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Option (Right to Buy)	$43.75⁽²⁾						⁽²⁾	11/05/2007	Common Shares	12,900		12,900	D
Option (Right to Buy)	$66.75⁽³⁾						12/15/1999⁽³⁾	04/30/2009	Common Shares	6,370		6,370	D
Option (Right to Buy)	$105.13						12/15/2000⁽⁴⁾	05/05/2010	Common Shares	8,600		8,600	D
Option (Right to Buy)	$117.51						⁽⁵⁾	09/16/2010	Common Shares	14,760		14,760	D
Option (Right to Buy)	$99.44⁽⁴⁾						12/15/2001	04/30/2011	Common Shares	7,690		7,690	D
Option (Right to Buy)	$59						12/15/2002	07/05/2012	Common Shares	14,670		14,670	D
Option (Right to Buy)⁽⁴⁾	$52.92						12/15/2003	12/15/2013	Common Shares	15,785		15,785	D
Option (Right to Buy)	⁽¹⁾	06/30/2003		J		22.9909	⁽¹⁾	⁽¹⁾	Common Shares	22.9909	⁽¹⁾	0	D
Option (Right to Buy)	⁽¹⁾	09/30/2003		J		12.4847	⁽¹⁾	⁽¹⁾	Common Shares	12.4847	⁽¹⁾	0	D
Option (Right to Buy)	⁽¹⁾	12/31/2003		J		11.2851	⁽¹⁾	⁽¹⁾	Common Shares	11.2851	⁽¹⁾	0	D

Explanation of Responses:

1. Disposition of option and acquisition of stock under the Telephone and Data Systems, Inc. Employee Stock Purchase Plan.

2. Granted under the Telephone and Data Systems, Inc. 1998 Long Term Incentive Plan. The option is exercisable with respect to 4,300 Common Shares on December 15, 1998, December 15, 1999 and on December 15, 2000 for a total of 12,900 Common Shares.

3. Granted under the Telephone and Data Systems, Inc. 1998 Long Term Incentive Plan. The option is exercisable with respect to 6370 Common shares on December 15, 1999.

4. Granted under the Telephone and Data Systems, Inc. 1998 Long Term Incentive Plan.

5. Granted under the Telephone and Data Systems, Inc. 1998 Long Term Incentive Plan. The option is exercisable with respect to 3690 Common shares on December 15, 2001, December 15, 2002, December 15, 2003 and on December 15, 2004 for a total of 14,760 Common Shares.

	Julie D. Mathews, by power of atty	01/20/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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