Exhibit 99.3






                         TDS AND UNITED STATES CELLULAR 
                          SUCCESSFUL IN TEXAS LITIGATION


    Chicago, Illinois, May 6, 1994

    Telephone  and Data  Systems,  Inc.  (AMEX: TDS),  and its  United  States
    Cellular Corporation  subsidiary (AMEX: USM),  announced that a Henderson,
    Texas, jury rejected  claims totaling more than $200 million  made against
    the Company  and USM.   The suit  was filed  by Townes Telecommunications,
    Inc., of Lewisville, Arkansas,  and certain of  its affiliates in a  Texas
    State Court in September, 1991.

    TDS  Chairman LeRoy T. Carlson, who testified at the trial, said that "the
    TDS family of companies,  their shareholders and employees appreciate  the
    jury's recognition of TDS's honesty and integrity".

    Townes  had  alleged that  the Company  and USM  breached an  alleged oral
    agreement with Townes,  breached an alleged fiduciary relationship between
    TDS  and Townes,  perpetrated a  fraud  against Townes  and had  failed to
    comply with a first  right of refusal provision of a related shareholders'
    agreement. The jury rejected all claims.

    TDS is  a Chicago-based telecommunications  company with established local
    telephone, cellular telephone and  radio paging operations. TDS strives to
    build  value for  its shareholders  by providing  excellent communications
    services in attractive, closely related segments of the telecommunications
    industry.  USM, headquartered in Chicago, manages and invests in  cellular
    systems throughout the United States.

    For  additional information, please call  Murray L.  Swanson TDS Executive
    Vice President-Finance at (312) 630-1900.