Exhibit 99






FOR RELEASE:  IMMEDIATE     CONTACT:
                            Kenneth R. Meyers, USM (773) 399-8900
                            Susan Rosenberg, ATI-Public Relations (415) 658-2209
                            April Walden, ATI-Investor Relations (415) 658-2033
                            Cathy Fowler, UMG (303) 793-6509

UNITED STATES CELLULAR AND TELEPHONE AND DATA SYSTEMS, INC.
          TO SELL MINORITY INTERESTS TO AIRTOUCH

December  1, 1997,  Chicago,  Illinois  -- United  States  Cellular  Corporation
[AMEX:USM] announced that AirTouch Communications,  Inc. [NYSE:ATI] will acquire
interests owned by USM and its parent organization,  Telephone and Data Systems,
Inc.  [AMEX:TDS],  in cellular systems serving Seattle and Olympia,  Washington;
Tucson, Arizona;  Duluth,  Minnesota;  and rural areas in Arizona,  Colorado and
Idaho.  ATI will issue  approximately  5,000,000  shares of its common stock and
approximately  $50  million  in  cash  to USM  and  TDS in  exchange  for  these
interests,  which  represent  approximately  900,000 pops (the  population  of a
market  multiplied by a company's  ownership  interest in a cellular licensee in
that market).  The  transactions  involving  ATI common stock are  structured as
tax-free mergers.

The  interests  being sold to ATI by TDS were  subject to an  existing  purchase
agreement  between USM and TDS. TDS will retain the ATI common stock it receives
from this sale,  approximately  1,000,000 shares,  and pay USM approximately $20
million to terminate  those  purchase  rights.  In exchange for the interests it
will sell to ATI, USM will receive the remaining  4,000,000 shares of ATI common
stock and approximately $50 million in cash.

The consummation of certain of the sale  transactions  will also resolve pending
litigation  between USM, U S WEST Media Group [NYSE:UMG] and ATI, arising out of
UMG's  cellular joint venture with ATI. UMG is a partner with USM or TDS in each
of the partnerships involved in the sale.

Headquartered in Chicago, USM manages and invests in cellular systems throughout
the  United  States.  As  of  October  31,  USM  owned  interests   representing
approximately 25.9 million pops, making it the eighth largest cellular telephone
company in the United  States  based on pops.  USM managed  operational  systems
serving 142 markets as of that date.

AirTouch Communications,  Inc. is a global wireless communications company, with
interests  in cellular,  paging,  and  personal  communications  services in the
United States, Belgium, Germany, India, Italy, Japan, Poland, Portugal, Romania,
South  Korea,  Spain,  and  Sweden,  as well as an  interest  in the  Globalstar
satellite system. The company, based in San Francisco,  serves nearly 10 million
proportionate customers worldwide.


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U S  WEST  Media  Group,  one  of  America's  largest  broadband  communications
companies,  is involved  in  domestic  and  international  cable and  telephony,
wireless  communications,  and directory and information services. For 1996, U S
WEST Media Group had proportionate pro forma revenue of $8.1 billion. Parent U S
WEST has proposed  splitting  into separate  public  companies by year-end 1998,
pending shareowner and other approvals.


Internet Home Pages:
USM - http://www.uscc.com
TDS - http://www.teldta.com
ATI - http://www.airtouch.com
UMG - http://www.uswest.com


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