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):   April  22, 1994
                                                         ---------------

                   TELEPHONE AND DATA SYSTEMS, INC.
                  ----------------------------------
        (Exact name of registrant as specified in its charter)


                 Iowa                   1-8251               36-2669023
              ----------            -------------            -----------
            (State or other          (Commission           (IRS Employer
            jurisdiction of          File Number)          Identification
            incorporation)                                      No.)



      30 North LaSalle Street, Chicago, Illinois            60602
   ------------------------------------------------       ---------
        (Address of principal executive offices)          (Zip Code)

   Registrant's telephone number,
        including area code:     (312) 630-1900


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


       The Exhibit Index is Located on Page   of   Total Pages.
                                           ---  ---



   Item 5.   Other Events.
             --------------
        This  Current Report  on Form  8-K is  being filed  for the
   purpose  of filing the Form of Selling Agency Agreement for Debt
   Securities as an exhibit.


   Item 7.   Financial Statements and Exhibits
             ---------------------------------

   (c)  Exhibits
        --------

        The  exhibit  accompanying this  report  is  listed in  the
   accompanying Exhibit Index.




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        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.




                            Telephone and Data Systems, Inc.
   (Registrant)

   Date:     April 22, 1994


   By: /s/  GREGORY J. WILKINSON   
      -----------------------------
   Gregory J. Wilkinson
   Vice President and Controller
   (principal accounting officer)






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                             EXHIBIT INDEX

                                                     Sequentially
   Exhibit Number      Description of Exhibit        Numbered Page
   --------------      ----------------------        --------------

        99             Form of Selling Agency                 
                       Agreement for Debt Securities       _____










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