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
OMB APPROVAL
OMB Number: 3235-0362
Expires: January 31, 2005
Estimated average burden hours per response... 1.0

1. Name and Address of Reporting Person *
CARLSON LEROY T
 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)
Chairman Emeritus
(Last)
(First)
(Middle)

TELEPHONE AND DATA SYSTEMS, INC., 30 N. LASALLE ST., STE. 4000		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2004
(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 12/31/2004   J(1) 7.4 A $ (1) 866.5 D  
Common Shares 12/31/2004   J(4) 106.05 A $ (4) 3,674.05 I By 401k plan

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) $ 47.6           12/15/1996 12/15/2006 Common Shares
9,367
  9,367
D
 
Option (Right to buy) $ 43.88           12/15/1997 12/15/2007 Common Shares
8,295
  8,295
D
 
Option (Right to buy) $ 39.75           12/15/1998 06/22/2008 Common Shares
17,820
  17,820
D
 
Option (Right to buy) $ 43.75             (6) 11/05/2007 Common Shares
39,600
  39,600
D
 
Option (Right to buy) $ 66.75           12/15/1999 04/30/2009 Common Shares
17,600
  17,600
D
 
Option (Right to buy) $ 105.13           12/15/2000 05/05/2010 Common Shares
18,000
  18,000
D
 
Option (Right to buy) $ 121.12             (7) 09/16/2010 Common Shares
34,360
  34,360
D
 
Option (Right to buy) $ 99.44           12/15/2001 04/30/2011 Common Shares
15,590
  15,590
D
 
Option (Right to buy) $ 59           12/15/2002 07/05/2012 Common Shares
22,170
  22,170
D
 
Option (Right to buy) $ 52.92           12/15/2003 07/03/2013 Common Shares
23,605
  23,605
D
 
Option (Right to buy) $ 66           12/15/2004 05/08/2014 Common Shares
22,475
  22,475
D
 
Series A Common Shares   12/31/2004   J 239.6     (2)   (2) Common Shares
52,560.2
(2) 52,560.2
I
By wife
Series A Common shares   12/31/2004   J(1) 884     (2)   (2) Common Shares
224,443
(2) 224,443 (3)
I
By Voting Trust
Deferred Compensation   12/31/2004   J(1) 197.317     (5)   (5) Common Shares
26,625.61
(5) 26,625.61
D
 

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CARLSON LEROY T
TELEPHONE AND DATA SYSTEMS, INC.
30 N. LASALLE ST., STE. 4000
CHICAGO, IL 60602		   X     Chairman Emeritus  

Signatures

Julie D. Mathews, by power of atty 01/25/2005
**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) Voluntary reporting of shares acquired through dividend reinvestment in 2004.
(2) Series A Common shares are convertible, on a share-for-share basis, into common.
(3) Beneficial ownership of shares held in Voting Trust. Reporting person disclaims ownership of 187,201.7 (including 35,929.7 shares acquired pursuant to a dividend reinvestment plan) owned by wife. Includes 6043.4 shares acquired pursuant to a dividend reinvestment plan.
(4) Voluntary reporting of shares acquired in 2004 in the TDS 401K. The information is based on a plan statement dated 12/31/04. The number of shares fluctuates and is attributable to the price of the shares on 12/31/04.
(5) Reporting person has deferrred 1998, 1999, 2000, 2001, 2002 and 2003 bonuses pursuant to the 1998 Long term incentive plan. The deferred bonues total 20,205.313 shares. The employer matches total 5859.538 and dividend reinvestment has accumulated to 560.8 common shares. The employer match vests ratably at 33%, 33% and 34% per year over a 3 year period. Some employer matches are fully vested while some matches will not be fully matched until 12/31/06.
(6) Granted under the TDS 1998 Long term incentive plan. The option is exercisable with respect to 13200 common shares on 12/15/98, 12/15/99 and 12/15/00 for a total of 39,600 common shares.
(7) Granted under the TDS 1998 Long term incentive plan. The option is exercisable with respect to 8590 common shares on 12/15/01, 12/15/02, 12/15/03 and 12/15/04 for a total of 34,360 common shares.

Note: File three copies of this Form, one of which must be manually signed. If space provided is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.