LeRoy T. Carlson, Jr.LeRoy T. Carlson, Jr.President and CEOPresident and CEO

Deutsche Bank 13th Annual Deutsche Bank 13th Annual Media/Telecom ConferenceMedia/Telecom Conference

June 7, 2005June 7, 2005

Safe HarborSafe HarborSafe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: Information discussed in today’s presentation, except historical and factual information, may represent forward-looking statements. This includes all statements about the company’s plans, beliefs, estimates and expectations. These statements are based on current estimates and projections, which involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Important factors that may affect these forward-looking statements include, but are not limited to: changes in circumstances or events that may affect the ability of USM to launch the operations of the licensed areas involved in the AT&T Wireless transaction completed in August 2003; the ability of U.S. Cellular to successfully manage and grow the operations of the Chicago MTA and newly launched markets; changes in the overall economy; changes in competition in the markets in which U.S. Cellular and TDS Telecom operate; changes due to industry consolidation; advances in telecommunications technology, including Voice over Internet Protocol; the impact of local number portability; changes to access and pricing of unbundled network elements; changes in the telecommunications regulatory environment; changes in the value of investments, including variable prepaid forward contracts; an adverse change in the ratings afforded TDS and U.S. Cellular debt securities by nationally accredited ratings organizations; pending and future litigation; acquisitions/divestitures of properties and/or licenses; and changes in customer growth rates, average monthly service revenue per unit, churn rates, roaming rates and the mix of products and services offered in U.S. Cellular and TDS Telecom markets. Investors are encouraged to consider these and other risks and uncertainties that are discussed in documents filed by TDS and U.S. Cellular with the Securities and Exchange Commission.

TDS TDS

• Diversified telecommunication companyDiversified telecommunication companywith 6.3 million customers in 36 stateswith 6.3 million customers in 36 states

– U.S. CellularU.S. Cellular (82% owned) – wireless (82% owned) – wireless

– TDS TelecomTDS Telecom (100% owned) – wireline(100% owned) – wireline• ILEC and CLEC operationsILEC and CLEC operations

• Fortune 500 company Fortune 500 company

• Strong balance sheetStrong balance sheet

• Investment grade Investment grade

• 7th largest independent U.S. telco7th largest independent U.S. telco

• Rural company statusRural company status

• 734,000 access line equivalents in 28 states734,000 access line equivalents in 28 states

• 98,200 Internet (dial-up) accounts 98,200 Internet (dial-up) accounts

• 49,300 DSL – mostly residential49,300 DSL – mostly residential

• 302,400 long-distance lines302,400 long-distance lines

• Vertical servicesVertical services

TDS Telecom - ILEC

TDS Telecom - CLECTDS Telecom - CLEC• Principally a facilities-based company in Principally a facilities-based company in

five states …89% on-switchfive states …89% on-switch

• 438,000 access line equivalents 438,000 access line equivalents

• Targeted selling with emphasis on small Targeted selling with emphasis on small and medium businessesand medium businesses

• Deep penetration in chosen marketsDeep penetration in chosen markets

• Provisions principally with SBCProvisions principally with SBC

• Provide outstanding customer service

• Protect and grow current markets

• Develop and market new products and services, with strong focus on data and triple-play

TDS Telecom’s Overall StrategyTDS Telecom’s Overall StrategyRepositioning into a Broadband Communications CompanyRepositioning into a Broadband Communications Company

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10%

20%

30%

40%

600 650 700 750 800

Overall Satisfaction Index ScoreLower Higher

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AT&T

ALLTEL

BellSouth

CenturyTel

Cin. Bell

Comcast

Cox

Frontier MCI

Qwest

SBC

Sprint

Talk America

McLeodUSA Verizon

TDS Metrocom

TDS Telecom

Our Competitive Advantage: Customer Satisfaction

Third-Party Validation

Strategic Areas of Focus Strategic Areas of Focus

• Market DevelopmentMarket Development

• Market FortificationMarket Fortification

• Public Policy AdvocacyPublic Policy Advocacy

• Process & Productivity ImprovementProcess & Productivity Improvement

Developing and Fortifying Existing Developing and Fortifying Existing MarketsMarkets

• Trialing newTrialing new technologies …technologies …• Fiber to the Premise (FTTP) Fiber to the Premise (FTTP) • Voice Over IP (VOIP)Voice Over IP (VOIP)• Wireless dataWireless data

• … … toward offering robust triple-play and toward offering robust triple-play and other new products and servicesother new products and services

DSL – A Successful Growth DSL – A Successful Growth Driver for TDS TelecomDriver for TDS Telecom

• 2004 milestone:2004 milestone:– Market share in TDS Telecom’s ILEC markets Market share in TDS Telecom’s ILEC markets

that offer DSL exceeded cable’s that offer DSL exceeded cable’s

• Fast-growing service:Fast-growing service:• 20042004 11stst Qtr. Qtr.

‘05‘05• ILEC DSL linesILEC DSL lines 78% 78% 81% 81%• CLEC DSL linesCLEC DSL lines 44% 44% 39% 39%

• Enhancing capabilitiesEnhancing capabilities– Equipping more service territories for DSLEquipping more service territories for DSL– Adding higher-speed servicesAdding higher-speed services

Long Distance and BundlingLong Distance and Bundling

• Long distance another growth driver for Long distance another growth driver for the ILECthe ILEC

• ILEC working for greater penetration ILEC working for greater penetration through cross-selling and big-minute plansthrough cross-selling and big-minute plans– LD market penetration up to 51% in 1Q05LD market penetration up to 51% in 1Q05

• Product bundles – provides customers Product bundles – provides customers ability to customize their servicesability to customize their services– ““Total Talk”Total Talk”

Public Policy AdvocacyPublic Policy Advocacy

• Champion TDS’s position to ensure Champion TDS’s position to ensure favorable regulatory treatmentfavorable regulatory treatment

– Telecom regulatory environment complex and Telecom regulatory environment complex and convolutedconvoluted

– Several key issues currently under reviewSeveral key issues currently under review• Universal Service FundUniversal Service Fund• Inter-carrier compensationInter-carrier compensation

Productivity ImprovementProductivity Improvement

• Create efficiencies by optimizing Create efficiencies by optimizing cross- functional processescross- functional processes

– Leveraging managementLeveraging management and process and process infrastructures to jointly support ILEC and infrastructures to jointly support ILEC and CLEC operations CLEC operations

– Pursuing cost-effective initiatives, such as Pursuing cost-effective initiatives, such as innovative online purchasing systeminnovative online purchasing system

TDS Metrocom - StrategyTDS Metrocom - Strategy

• Aims to provide excellent customer serviceAims to provide excellent customer service– Consistently ranks as No. 1 or 2 in its marketsConsistently ranks as No. 1 or 2 in its markets

– Operating on its own switches allows MetrocomOperating on its own switches allows Metrocomto differentiate its serviceto differentiate its service

• Focused on second and third-tier markets;Focused on second and third-tier markets;emphasizing business customersemphasizing business customers

• Striving for deep penetration in its marketsStriving for deep penetration in its markets– Enables the CLEC to provide high-speed dataEnables the CLEC to provide high-speed data

in cost-effective mannerin cost-effective manner

Q1 2005 Financial HighlightsQ1 2005 Financial HighlightsTDS Telecom – March 31, 2005TDS Telecom – March 31, 2005

(millions)(millions)

ILECILEC 1Q 051Q 05 1Q 041Q 04 RevenuesRevenues $161.8$161.8 $159.1 + 1.7%$159.1 + 1.7% Operating IncomeOperating Income 40.6 40.6 48.6 48.6 - 16% - 16%

CLECCLEC RevenuesRevenues $59.2$59.2 $ 54.7$ 54.7 + 8% + 8% Operating (loss) Operating (loss) (1.4)(1.4) (3.8) (3.8) NMNM

Access Line EquivalentsAccess Line Equivalents (thousands)(thousands)

ILECILEC 734734 722722 + 1.6% + 1.6% CLECCLEC 438438 379 + 15.6%379 + 15.6%

• Continue to position itself as preferred of voice and broadband in its markets

• Aim for greater market share and penetration of its high-speed data services

• Aggressively grow TDS Metrocom’s customer base; striving for deep penetration

• Make continued productivity improvements

• Actively promote favorable public policy

TDS Telecom 2005 Focus

2005 Outlook - TDS Telecom2005 Outlook - TDS Telecom (Effective February 9, 2005)(Effective February 9, 2005)

• ILEC ILEC – Operating revenues … $655 to $665 MOperating revenues … $655 to $665 M– Dep, amort & accretion … $135 MDep, amort & accretion … $135 M– Operating income … $170 to $180 MOperating income … $170 to $180 M– CAPX … $120 to $130 M CAPX … $120 to $130 M

• CLECCLEC– Operating revenues … $240 to $250 MOperating revenues … $240 to $250 M– Dep, amort & accretion … $30 MDep, amort & accretion … $30 M– Operating income (loss) … $(15) to $(10) MOperating income (loss) … $(15) to $(10) M– CAPX … $30 to $35 MCAPX … $30 to $35 M

TDS - Financial StrategiesTDS - Financial Strategies• Ultimate goal: generate profitable growth Ultimate goal: generate profitable growth

and build shareholder valueand build shareholder value

• Four financial objectives toward that goal:Four financial objectives toward that goal:

– 10-15% compound annual revenue growth rate 10-15% compound annual revenue growth rate over five yearsover five years

– Return cost of capital in each businessReturn cost of capital in each business

– Generate shareholder returns > comparable Generate shareholder returns > comparable companiescompanies

– Target A- investment-grade credit ratingTarget A- investment-grade credit rating

TDS Results – 1TDS Results – 1stst Quarter 2005 Quarter 2005

Operating Revenues $928.2 +7% excl. divested markets +8%

U.S. Cellular $708.4 +8%

TDS Telecom $219.7 +3%

Operating Cash Flow $244.3 + 7%

Special Common SharesSpecial Common Shares

• Shareholders approved increase of shares Shareholders approved increase of shares to165 M; stock dividend to occur in May to165 M; stock dividend to occur in May

• Provides financial and strategic flexibilityProvides financial and strategic flexibility

• Offers TDS potential to exchange shares Offers TDS potential to exchange shares for 18% of USM stock TDS does not ownfor 18% of USM stock TDS does not own

Financing InitiativesFinancing Initiatives• Took advantage of interest-rate environment:Took advantage of interest-rate environment:

– Sold $430 M long-term debt at USMSold $430 M long-term debt at USM– Redeemed $413 M of USM debtRedeemed $413 M of USM debt

• Amended TDS’s and USM’s revolving credit facilities:Amended TDS’s and USM’s revolving credit facilities:– Extended and improved terms and costsExtended and improved terms and costs

• So far in 2005:So far in 2005:– Prepaid $17.2 M of TDS medium-term notesPrepaid $17.2 M of TDS medium-term notes– Issued $116 M of TDS long-term debt Issued $116 M of TDS long-term debt – Prepaid $105 M of TDS Telecom govt. loansPrepaid $105 M of TDS Telecom govt. loans

TDS: Excellent ProspectsTDS: Excellent Prospects• Full-service provider with strong, established wireless and wireline operations

• Strong business units– Well positioned in existing markets– Proven business strategies focused on

customer satisfaction, network quality and competitive product offerings.

– Experienced management teams

• Financially strong

• Dedicated workforce of 11,500 people

Reconciliation of Additional Disclosures Reconciliation of Additional Disclosures

For the quarter ended March 31, 2005For the quarter ended March 31, 2005

The Operating Cash Flow amounts in the tables presented above are not determined in accordance with generally accepted accounting principles (GAAP) in the United States of America. Management uses Operating Cash Flow to evaluate the operating performance of its business, and it is a measure of performance used by some investors, security analysts and others to make informed investment decisions. Operating Cash Flow is used as an analytical indicator of income generated to service debt and fund capital expenditures. In addition, multiples of current or projected Operating Cash Flow are used to estimate current or prospective enterprise value. Operating Cash Flow does not give effect to cash used for debt service requirements, and thus does not reflect funds available for investment or other discretionary uses. Operating Cash Flow as presented herein may not be comparable to similarly titled measures reported by other companies.

Quarter Ended at March 31, 2005 U.S. Cellular ILEC CLEC Total

(Dollars in thousands)

Operating cash flow:Operating income (loss) as reported 36,237$ 40,645$ (1,442)$ 75,440$ Add:

Depreciation, amortization and accretion 127,250 34,264 7,303 168,817 Operating cash flow 163,487$ 74,909$ 5,861$ 244,257$

Quarter Ended at March 31, 2004 U.S. Cellular ILEC CLEC Total

(Dollars in thousands)Operating cash flow:

Operating income (loss) as reported 28,282$ 48,644$ (3,759)$ 73,167$ Add:

Depreciation, amortization and accretion 113,894 32,547 9,011 155,452 (Gain) on assets held for sale (143) - - (143)

Operating cash flow 142,033$ 81,191$ 5,252$ 228,476$

TDS Telecom

TDS Telecom

Reconciliation of Additional Disclosures Reconciliation of Additional Disclosures For the quarter ended March 31, 2005For the quarter ended March 31, 2005

(Dollars in thousands)

Quarter Ended March 31, 2004: $ 870,512 11,944 * $ 858,568

TDS consolidated operating revenue as reported for the three months ended March 31, 2005 $ 928,166

Percentage year-over-year operating revenue growth for the three months ended March. 31, 2005:Based on amounts as reported 6.6%Based on pro forma operating revenue for the three months ended March 31, 2004 8.1%

* The $11.9 million reflects the following: Service revenues: $11.5 million Equipment revenues: $0.4 million

$11.9 million

TDS Consolidated operating revenue as reportedLess operating revenue attributed to markets sold in 2004*Pro-forma TDS cons. op. revenue for the three months ended March 31, 2004

Consolidated Revenue Growth excluding divested USM markets

The pro-forma numbers above are non-GAAP financial measures as defined by SEC rules. Management believes they are useful measures to evaluate the company's performance excluding divested markets from both years' service revenues, but they should not be considered as alternatives to GAAP.

TDS: Excellent ProspectsTDS: Excellent Prospects• Full-service provider with strong, established wireless and wireline operations

• Strong business units– Well positioned in existing markets– Proven business strategies focused on

customer satisfaction, network quality and competitive product offerings.

– Experienced management teams

• Financially strong

• Dedicated workforce of 11,500 people