8-K 1 a06-12547_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  July 28, 2006

UNITED STATES CELLULAR CORPORATION
(Exact name of registrant as specified in its charter)

Delaware

 

1-9712

 

62-1147325

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

8410 West Bryn Mawr, Suite 700, Chicago, Illinois

 

60631

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (773) 399-8900

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

ÿ                   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

ÿ                   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

ÿ                   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

ÿ                   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 



Item 2.02.   Results of Operations and Financial Condition

On July 28, 2006, United States Cellular Corporation (“U.S. Cellular”) issued a news release announcing its results of operations for the fourth quarter of 2005. A copy of the news release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

The information in this Item 2.02 of Form 8-K is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.

Item 8.01.   Other Matters.

On July 28, 2006, U.S. Cellular also issued a news release announcing certain information relating to its 2006 annual meeting. A copy of the news release is attached hereto as Exhibit 99.2 and incorporated by reference herein.

Item 9.01.   Financial Statements and Exhibits

(d)    Exhibits:

In accordance with the provisions of Item 601 of Regulation S-K, any Exhibits filed or furnished herewith are set forth on the Exhibit Index attached hereto.

Attached as Exhibit 99.3 is a safe harbor cautionary statement under the Private Securities Litigation Reform Act of 1995.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized.

United States Cellular Corporation
(Registrant)

 

 

 

Date: July 28, 2006

 

 

 

 

 

 

 

By:

/s/ Kenneth R. Meyers

 

 

Kenneth R. Meyers

 

 

Executive Vice President — Finance,

 

 

Chief Financial Officer and Treasurer

 

 

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EXHIBIT INDEX

The following exhibits are filed or furnished herewith as noted below.

Exhibit
No.

 

Description

99.1

 

Earnings Press Release dated July 28, 2006.

 

 

 

99.2

 

Annual Meeting Press Release dated July 28, 2006

 

 

 

99.3

 

Private Securities Litigation Reform Act of 1995 Safe Harbor Cautionary Statement

 

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