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.