Contacts:  Murray L. Swanson                   Karen M. Stewart
           Executive Vice President-Finance    Vice President-Investor Relations
           (312) 630-1900                      (608) 828-8316 Madison
           e-mail: murray.swanson@teldta.com   e-mail: karen.stewart@teldta.com

FOR RELEASE: IMMEDIATE

  TDS BEGINS TENDER OFFER TO PURCHASE AMERICAN PAGING SHARES

FEBRUARY 18, 1998, CHICAGO, ILLINOIS - Telephone and Data Systems, Inc. 
[AMEX:TDS] announced that pursuant to its previously reported definitive 
Merger Agreement with American Paging, Inc. [AMEX:APP], API Merger Corp., a 
wholly owned subsidiary of TDS ("API Merger"), today began a tender offer to 
purchase for cash all outstanding Common Shares of APP not already owned by 
TDS at a price of $2.50 per Common Share. The tender offer is being made in 
connection with a previously reported definitive Asset Contribution Agreement 
with TSR Paging, Inc. which, subject to acquisition by TDS of all Common 
Shares of APP not already owned by TDS and to certain other conditions, will 
combine its paging operations with that of APP.

The offer and withdrawal rights will expire at 12:00 midnight EST on 
March 17, 1998, unless extended.

The offer is conditioned upon, among other things, (1) there being validly 
tendered and not withdrawn at least the number of shares that, when added to 
the Common Shares of APP already owned by TDS, shall equal 90% of the Common 
Shares of APP outstanding and (2) the Asset Contribution Agreement with TSR 
Paging shall be in full force and effect and not terminated in accordance 
with its terms and certain closing conditions contained therein shall have 
been satisfied or waived. All APP Common Shares not purchased in the tender 
offer will be converted into the right to receive $2.50 per Common Share in a 
second-step merger to be consummated as soon as practicable after the offer.

Credit Suisse First Boston Corporation is the Dealer Manager for the offer.

TDS is a Chicago-based telecommunications company with established cellular 
telephone, local telephone and radio paging operations and developing PCS 
operations. TDS strives to build value for its shareholders by providing 
excellent communications services in attractive, closely related segments of 
the telecommunications industry.

TDS Internet Home Page:  http://www.teldta.com