Walter CD Carlson Form 5 TELEPHONE & DATA SYSTEMS / WALTER CD CARLSON ownership change

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^*

CARLSON WALTER CD

(Last) (First) (Middle)

30 N. LASALLE ST., STE. 4000

(Street)

CHICAGO IL 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)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2016

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)
				Amount	(A) or (D)	Price
Common Shares							40,005	D
Common Shares							1,956,719(2)(5)	I	By Voting Trust

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)
					(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A Common shares	(1)						(1)	(1)	Common Shares	1,134		1,134	D
Series A Common Shares	(1)						(1)	(1)	Common Shares	2,256,570		2,256,570(3)(4)(5)	I	By Voting Trust

Explanation of Responses:

1. Series A Common shares are convertible, on a share-for-share basis, into common shares.

2. Reporting person is one of four trustees which is record owner of these shares and while files its holdings on forms 4. Of these shares, 126,350 are held for the benefit of children, 7,770 are held by wife, and 687,833 are held by family partnership of which reporting person is a general partner. Includes 26,720 shares that reporting person is trustee of trusts which his children beneficially own the shares in the trusts. Reporting person disclaims beneficial ownership of shares held for benefit of persons other than the reporting person. The remaining shares include 350,000 in GRAT's name and 758,046 in the individual reporting person's name.

3. Reporting person is one of four trustees which is record owner of these shares and while files its holdings on forms 4. Of these shares, 145,859 are held for the benefit of children, 713,032 are held by a family limited partnership, and 749,344 are held by family partnership of which reporting person is a general partner. Includes 28,867 that reporting person is trustee of trusts which his children beneficially own the shares in the trusts. Reporting person disclaims beneficial ownership of the shares held for the benefit of persons other than the reporting person. The remaining shares include 350,000 owned by GRAT and 269,468 shares in the individuals reporting person's name.

4. On 12/29/16, the reporting person's GRAT transferred voting trust certificates representing 87,439 Series A Common shares to reporting person individually. The reporting person previously reported all securities held in his name and through GRATs. Accordingly, the transfer of voting trust certificates did not result in any change in the number of securities reported as beneficially owned by the reporting person.

5. On 12/30/16, the reporting person transferred 350,000 Series A Common shares and 350,000 Common shares from his name individually into a GRAT. The reporting person previously reported all securities held in his name and through GRATs. Accordingly, the transfer of voting trust certificates did not result in any change in the number of securities reported as beneficially owned by the reporting person.

Remarks:

	Julie D. Mathews, by power of atty	01/09/2017
	** 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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