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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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. Date of Earliest Transaction (Month/Day/Year) 03/31/2005 (Street) CHICAGO, IL 60602 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(4) V 862,693 A (4) 862,693 I By family partnership through voting trust (7) Special Common Shares 07/26/2005   J(2) V 0 (2) D (2) 862,693 I By family partership through voting trust (7) Special Common Shares 07/26/2005   J(2) V 0 (2) A (2) 862,693 I By family partnership through voting trust (7) Common Shares 03/31/2005   J(9) V 0.196 A (9) 87.996 D   Common Shares 03/31/2005   J(9) V 2.558 A (9) 1,147.958 I By wife (7) Special Common Shares 05/13/2005   J(4) V 12,631.4397 A (4) 12,631.4397 D   Special Common Shares 05/13/2005   J(4) V 6,385.38 A (4) 6,385.38 I By Wife (7) Special Common Shares 05/13/2005   J(4) V 948,526.84 A (4) 947,951.84 (10) I By voting trust (7) Special Common Shares 08/01/2005   G V 575 D (12) 947,951.84 (10) I By voting trust (7)

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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
Series A Common Shares	(2) (13)	07/26/2005		J(2)	V		0 (2)	(2)(13)	(2)(13)	Common Shares or Special Common Shares	(2)	(2)	862,693	I	By family limited partneship through voting trust (7)
Series A Common Shares	(2) (13)	07/26/2005		J(2)	V	0 (2)		(2)(13)	(2)(13)	Common Shares or Special Common Shares	(2)	(2)	862,693	I	By family limited partneship through voting trust (7)
Series A Common Shares	(13)	03/31/2005		J(9)	V	1,729.753		(13)	(13)	Common Shares or Special Common Shares	1,729.753	(13)	948,526.853 (14)	I	By voting trust (7)
Series A Common Shares	(13)	03/31/2005		J(9)	V	27.951		(13)	(13)	Common Shares or Special Common Shares	27.951	(13)	12,543.456	D
Series A Common Shares	(13)	03/31/2005		J(9)	V	11.671		(13)	(13)	Common Shares or Special Common Shares	11.671	(13)	5,237.4025	I	By wife (7)
Option (Right to buy)	$ 38.12	05/13/2005		J(4)(5)	V	3,614		12/15/1995	12/15/2005	Tandem Common and Special Common Shares	3,614	(5)	3,614	D
Option (Right to buy)	$ 47.6	05/13/2005		J(4)(5)	V	13,233		12/15/1996	12/15/2006	Tandem Common and Special Common Shares	13,233	(5)	13,233	D
Option (Right to buy)	$ 43.88	05/13/2005		J(4)(5)	V	11,770		12/15/1997	12/15/2007	Tandem Common and Special Common Shares	11,770	(5)	11,770	D
Option (Right to buy)	$ 39.75	05/13/2005		J(4)(5)	V	27,300		12/15/1998	06/22/2008	Tandem Common and Special Common Shares	27,300	(5)	27,300	D
Option (Right to buy)	$ 43.75	05/13/2005		J(4)(5)	V	54,600		(1)	11/05/2007	Tandem Common and Special Common Shares	54,600	(1) (5)	54,600	D
Option (Right to buy)	$ 66.75	05/13/2005		J(4)(5)	V	27,850		12/15/1999	04/30/2009	Tandem Common and Special Common Shares	27,850	(5)	27,850	D
Option (Right to buy)	$ 105.13	05/13/2005		J(4)(5)	V	32,000		12/15/2000	05/05/2010	Tandem Common and Special Common Shares	32,000	(5)	32,000	D
Option (Right to buy)	$ 121.12	05/13/2005		J(4)(5)	V	56,720		(8)	09/16/2010	Tandem Common and Special Common Shares	56,720	(5)	56,720	D
Option (Right to buy)	$ 99.44	05/13/2005		J(4)(5)	V	29,429		12/15/2001	04/30/2011	Tandem Common and Special Common Shares	29,429	(5)	29,429	D
Option (Right to buy)	$ 60.2	05/13/2005		J(4)(5)	V	68,215		12/15/2002	08/19/2012	Tandem Common and Special Common Shares	68,215	(5)	68,215	D
Option (Right to buy)	$ 52.92	05/13/2005		J(4)(5)	V	65,567		12/15/2003	07/03/2013	Tandem Common and Special Common Shares	65,567	(5)	65,567	D
Option (Right to buy)	$ 66	05/13/2005		J(4)(5)	V	67,540		12/15/2004	05/08/2014	Tandem Common and Special Common Shares	67,540	(5)	67,540	D
Option (Right to Buy)	$ 77.36	05/13/2005		J(4)(5)	V	111,045		12/15/2005	04/20/2015	Tandem Common Shares and Special Common Shares	111,045	(5)	111,045	D
Restricted Stock Units	(6)	05/13/2005		J(4)(6)	V	19,024		12/15/2007	(3)	Tandem Common Shares and Special Common Shares	19,024	(6)	19,024	D
Deferred Compensation	(11)	05/13/2005		J(4)(11)	V	12,045.164		(11)	(11)	Common Shares and Special Common Shares	12,045.164	(11)	12,045.164	D

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		08/18/2005
**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)	The option is exercisiable with respect to 18,200 common shres on 12/15/98, 12/15/99, and on 12/15/00 for a total of 54,600.
(2)	The reported securities are held indirectly by a family limited partnership of which the reporting person and his spouse each hold 500 general partnership interests and collectively hold 99,000 limited partnership interests. On July 26, 2005, the reporting person transferred 340.97 limited partnership interests to his spouse in consideration for $402.69 per unit. At the time of such transfer, the family limited partnership held voting trust certificates representing 862,693 Series A Common Shares, which are convertible into Common Shares or Special Common shares on a one-for-one basis and 862,693 Special Common shares. The reporting person reports all securities held by family limited partnership. Accordingly, the transfer of limited partnership interests did not result in any change in the number of derivative securities reported as beneficially owned the reporting person. Nevertheless, reporting person is voluntarily reporting the transfer of limited partnership interests.
(3)	Restricted stock unit award pursuant to the 2004 Long-Term Incentive Plan. Stock units will become vested on December 15, 2007.
(4)	On May 13 TDS authorized a special common dividend to holders of common shares in which one special common share was distributed for each common share. The stock dividend was distributed to all shareholders making this acquisition exempt from Section 16 pursuant to Rule 16a-9(a).
(5)	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.
(6)	Restricted stock units for common shares were granted without consideration under the long term incentive plan. As a result of the special 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 orginally subject to the award plus an equal number of special common shares.
(7)	Reporting person disclaims beneficial ownership of shares for the benefit of spouse and children.
(8)	The option is exercisable with respect to 14,180 common shares on 12/15/01, 12/15/02, 12/15/03 and 12/15/04 for a total of 56,720 common shares.
(9)	Voluntary reporting of dividend reinvestment acquired on 3/31/05.
(10)	Reporting person is one of four trustees which is record owner of these special common shares which files its holdings on forms 4. Of these shares, 83,165.27 (including 15,699.27 held in dividend reinvestment) are held as custodian for children and 9,009.79 (including 1,052.79 held in dividend reinvestment) are held by spouse and 681,417.1 (including 11,420.1 held in dividend reinvestment) shares are held by a family partnership of which reporting person is a general partner. Of the remaining shares, 2664.684 are held pursuant to a dividend reinvestment plan. In addition, the reporting person holds 862,693 Special Common shares through a family limited partnership that are reported on a separate line in Table I as discussed in footnote 2.
(11)	Reporting person deferred 1998 bonus pursuant to the TDS 1998 Long Term Incentive Plan. The deferred bonus was 2284.36 shares and the employer match was 662.46 shares which vests ratably at a rate of 33%, 33%, 34% on 12/31/99, 12/31/00 and 12/31/01. Reporting person deferred 2000 bonus and received 2773.16 shares in deferred bonus and 804.22 shares in employer match with vests ratably at 33%, 33%, 34% on 12/31/01, 12/31/02, 12/31/03. Reporting person deferred 2002 bonus and received 4204.45 shares in deferred bonus and 1051.114 in employer match which vests ratably at 33%, 33%, 34% in 12/31/03, 12/31/04 and 12/31/05. In prior years, reporting person had accumulated 188.4 in dividend reinvestment shares, including the 2004 dividend reinvestment, the reporting person now has 265.4 shares in dividend reinvestment. As a result of the stock dividend, all shares will be settled in common shares plus an equal amount of special common shares.
(12)	Shares gifted
(13)	Series A common shares are convertible on a share for share basis into common or special common shares.
(14)	Reporting person is one of four trustees which is record owner of these shares which files its holdings on forms 4. Of these shares, 83,165.27 (including 15,699.27 acquired in dividend reinvestment) are held as custodian for children and 9,009.79 (including 1,052.79 acquired in dividend reinvestment) are held by spouse and 681,417.1 (including 11,420.1 acquired in dividend reinvestment) shares are held by a family partnership of which reporting person is a general partner, 2664.684 were earned pursuant to a dividend reinvestment plan. In addition, the reporting person holds 862,693 Series A Common shares through a family limited partnership that are reported on a separate line in Table II as discussed in footnote 2.

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