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TDS Reports Second Quarter Results

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Posted August 7, 2008

Press Release Source: Telephone and Data Systems, Inc.

Thursday August 7, 8:02 am ET

 
Note: Comparisons are year over year unless otherwise noted.
 
2Q 2008 Highlights
 
Enterprise/TDS Corporate
 
- 7 percent increase in operating revenues, to $1,274.4 million.
 
- 3 percent decrease in operating income, to $149.7 million.
 
- Repurchased 1,015,650 TDS special common shares using $39.6 million of a $250 million stock repurchase program authorized in 2007 ($38.7 million remains).
 
Wireless/U.S. Cellular(R)
 
- 9 percent increase in service revenues, to $987.4 million.
 
- 45 percent increase in data revenues, to $123.7 million.
 
- 5.7 percent increase in ARPU (average monthly revenue per unit), to $53.27.
 
- Retail postpay churn remained flat at 1.4 percent; postpay customers comprised 95 percent of retail customers.
 
Wireline/TDS Telecom
 
- 7 percent increase in operating income, to $35.2 million, despite a 4 percent decrease in operating revenues.
 
- 29 percent increase in ILEC DSL (digital subscriber line) customers, to 164,100; CLEC DSL customers totaled 42,500.
 
- 24 percent increase in ILEC data revenue, to $21.7 million.
 
- Acquired Mosinee Telephone Company, LLC in May; 4,900 physical access lines in Wisconsin.
 
- ILEC equivalent access lines grew nearly 2 percent to 774,300; ILEC physical access lines declined to 577,000.

CHICAGO, Aug. 7 /PRNewswire-FirstCall/ -- Telephone and Data Systems, Inc. (Amex: TDS - News, TDS.S - News) reported operating revenues of $1,274.4 million for the second quarter of 2008, an increase of seven percent from $1,192.8 million in the comparable period one year ago. The company recorded operating income of $149.7 million, down from $154 million in the second quarter of 2007. Net income available to common and diluted earnings per share were $87.7 million and $0.75, respectively, for the second quarter of 2008, compared to a net loss available to common and diluted loss per share of $8.6 million and $.08, respectively, in the comparable period one year ago.

"We continue to experience steady gains in service and data revenues and in average revenue per customer at our wireless business, U.S. Cellular®, and improved operating margins through cost controls at TDS Telecom, our wireline business," said LeRoy T. Carlson, Jr., TDS president and CEO. "The company overall increased its year-over-year operating revenues, and at the corporate level we continued the share repurchase program begun in 2007.

"Both businesses have challenges, as well as opportunities. The market for wireless voice services continues to mature, and the wireline sector has ongoing competition from cable and wireless companies. Consumer anxieties related to the slow economy might also be having an impact. At U.S. Cellular, however, the low churn rate for retail postpay customers, together with continued increases in data revenues and sales of high-ARPU plans and smartphones, demonstrate that customers believe in U.S. Cellular's commitment to excellent network quality, customer service, and product and service selection. As wireless voice penetration increases, customer loyalty and demand for data services are critical to ongoing wireless growth and profitability.

"TDS Telecom achieved double-digit increases in DSL customers and related revenues, and added equivalent access lines in its ILEC operation, although physical access lines continued to decline. The company also increased its operating income through effective cost controls, despite a decline in operating revenues.

"As part of its goal to be the preferred broadband provider in its markets, TDS Telecom continues to increase the broadband speeds offered to its residential and commercial customers, and to develop new broadband services. The company's Triple Play bundles of voice, high-speed data, and Dish Network(TM) TV services enable it to compete effectively with cable offerings. In the second quarter, TDS Telecom exceeded sales targets for both Triple Play bundles and DISH Network services."

Settlement of variable prepaid forward contracts

During the second quarter of 2008, the company settled all of its outstanding Deutsche Telekom (DT) forward contracts and disposed of its remaining DT shares. In the quarter, interest and dividend income decreased $130.3 million primarily due to a $118 million decrease in DT dividend income as a result of the disposition of DT shares prior to the 2008 dividend by DT. Additionally, interest expense decreased $19.7 million due to the settlement of the variable prepaid forward contracts. In the second quarter of 2007, the company recorded a $220.2 million loss related to its DT, Vodafone Group Plc and VeriSign marketable equity securities and related variable prepaid forward contracts.

Guidance

Guidance for the year ending Dec. 31, 2008 is as follows. There can be no assurance that final results will not differ materially from this guidance.

 

    U.S. Cellular 2008 guidance as of Aug. 7, 2008 is as follows:

        Net Retail Customer Additions             175,000 - 225,000
        Service Revenues                          $3.9 - 4.0 billion*
        Operating Income                          $385 - 435 million
        Depreciation, Amortization & Accretion**  Approx. $615 million*
        Capital Expenditures                      $525 - 575 million

     *  Unchanged from guidance issued on May 7, 2008
     ** Includes losses on exchanges and disposals of assets


    TDS Telecom (ILEC and CLEC) 2008 guidance as of Aug. 7, 2008 is as follows
    and remains unchanged from previous guidance issued on May 7, 2008:


        Operating Revenues                        $810 - 840 million
        Operating Income                          $110 - 140 million
        Depreciation, Amortization & Accretion    Approx. $160 million
        Capital Expenditures                      $130 - 160 million

This guidance represents the views of management as of August 7, 2008 and should not be assumed to be accurate as of any other date. TDS undertakes no legal duty to update such information, whether as a result of new information, future events, or otherwise.

TDS special common share repurchase summary

In 2007, the TDS Board of Directors authorized the repurchase of up to $250 million in special common shares. As of June 30, 2008, $38.7 million remained under the authorization.

 

    Repurchase Period                  # Shares            Price (in millions)

    2008 (second quarter)              1,015,650           $39.6
    2008 (first quarter)               1,041,016           $45.1
    2007 (full year)                   2,076,979           $126.7
    Total                              4,133,645           $211.3

Conference call information

TDS will hold a conference call on August 7, 2008 at 10:00 a.m. Chicago time.

 

    -- Access the live call online at
       http://www.videonewswire.com/event.asp?id=50620 or on the Conference
       Calls page of http://www.teldta.com.
    -- Access the call by phone at 800/723-6498 (US/Canada) and use conference
       ID 6948709.

Before the call, certain financial and statistical information to be discussed during the call will be posted to the Conference Calls page of http://www.teldta.com, together with reconciliations to generally accepted accounting principles (GAAP) of any non-GAAP information to be disclosed. The call will be archived on the Conference Calls page of http://www.teldta.com.

About TDS

Telephone and Data Systems, Inc. (TDS), a Fortune 500® company, provides wireless, local and long-distance telephone, and broadband services to nearly 7.4 million customers in 36 states through its business units, U.S. Cellular (wireless) and TDS Telecom (wireline). Founded in 1969 and headquartered in Chicago, TDS employed 11,700 full-time equivalent employees as of June 30, 2008. For more information about TDS, visit http://www.teldta.com.

About U.S. Cellular®

United States Cellular Corporation, the nation's sixth-largest, full-service wireless carrier, provides a comprehensive range of wireless products and services, excellent customer support, and a high-quality network to nearly 6.2 million customers in 26 states. The Chicago-based company employed 8,400 full-time equivalent associates as of June 30, 2008. For more information about U.S. Cellular, visit http://www.uscellular.com.

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: All information set forth in this news release, except historical and factual information, represents forward-looking statements. This includes all statements about the company's plans, beliefs, estimates, and expectations. These statements are based on current estimates, projections, and assumptions, 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: The ability of U.S. Cellular to successfully manage and grow the operations of more recently launched markets; changes in the overall economy, competition, the access to and pricing of unbundled network elements, the state and federal telecommunications regulatory environment, and the value of assets and investments; adverse changes in the ratings afforded TDS and U.S. Cellular debt securities by accredited ratings organizations; industry consolidation; advances in telecommunications technology; uncertainty of access to the capital markets; risks and uncertainties relating to restatements and possible future restatements; ability to remediate the material weakness; pending and future litigation; changes in income tax rates, laws, regulations or rulings; acquisitions/divestitures of properties and/or licenses; and changes in customer growth rates, average monthly revenue per unit, churn rates, roaming revenue and terms, the availability of devices, or the mix of products and services offered by U.S. Cellular and TDS Telecom. Investors are encouraged to consider these and other risks and uncertainties that are discussed in the Form 8-K used by TDS to furnish this press release to the SEC, which are incorporated by reference herein.

As Previously Announced, TDS(TM) will Hold a Teleconference Aug. 7, 2008, at 10:00 a.m. Chicago time. Interested parties may listen to the call live via the Internet by accessing the Conference Calls page of http://www.teldta.com.

 

                      UNITED STATES CELLULAR CORPORATION
                            SUMMARY OPERATING DATA

                     6/30/2008  3/31/2008  12/31/2007  9/30/2007  6/30/2007
    Quarter Ended
    Total Population:
      Consolidated
       markets(1)   82,875,000 82,846,000  82,371,000 81,841,000 81,581,000
      Consolidated
       operating
       markets(1)   45,493,000 45,262,000  44,955,000 44,955,000 44,955,000
    All customers:
      Customer
       units(2)      6,194,000  6,175,000   6,102,000  6,058,000  6,010,000
      Gross customer
       unit additions  365,000    409,000     436,000    447,000    418,000
      Net customer
       unit additions   16,000     74,000      44,000     48,000     37,000
    Market penetration
     at end of period:
      Consolidated
       markets(3)          7.5%       7.5%        7.4%       7.4%       7.4%
      Consolidated
       operating
       markets(3)         13.6%      13.6%       13.6%      13.5%      13.4%
    Retail customers:
      Customer
       units(2)      5,677,000  5,640,000   5,564,000  5,500,000  5,448,000
      Gross customer
       unit additions  318,000    360,000     367,000    374,000    347,000
      Net customer
       unit additions   34,000     85,000      64,000     52,000     71,000

    Cell sites in
     service             6,596      6,452       6,383      6,255      6,140
    Average monthly
     revenue per
     unit (4)           $53.27     $52.24      $52.57     $52.73     $50.42
      Retail service
       revenue per
       unit (4)         $45.62     $45.30      $45.45     $45.02     $43.87
      Inbound roaming
       revenue per
       unit (4)          $3.40      $2.94       $3.09      $3.36      $2.68
      Long-distance
       /other revenue
       per unit (4)      $4.25      $4.00       $4.03      $4.35      $3.87
    Minutes of use
     (MOU) (5)           1,012        948         906        887        858
    Retail postpay
     churn rate per
     month (6)             1.4%       1.4%        1.5%       1.6%       1.4%
    Construction
     Expenditures
     (000s)           $137,800   $111,700    $188,100   $130,600   $137,100

          (1) "Total population of consolidated markets" and "Total population
              of consolidated operating markets" are used only for the
              purposes of calculating market penetration of consolidated
              markets and consolidated operating markets, respectively, which
              is calculated by dividing customers by the total market
              population (without duplication of population in overlapping
              markets).

          (2) All customer units and Retail customer units as of June 30, 2008
              include one time adjustments, resulting from a review of U.S.
              Cellular's customer reporting procedures.

          (3) Calculated by dividing the number of wireless customers at the
              end of the period by the total population of consolidated
              markets and consolidated operating markets, respectively, as
              estimated by Claritas.

          (4) Per unit revenue measurements are derived from Service Revenues
              as reported in Financial Highlights for each respective quarter
              as follows:


    Service Revenues
     per Financial
     Highlights       $987,352   $962,094    $957,896   $954,540   $906,218
    Components:
      Retail service
       revenue during
       quarter         845,564    834,213     828,169    814,948    788,535
      Inbound roaming
       revenue during
       quarter          63,033     54,089      56,358     60,843     48,084
      Long-distance
       /other revenue
       during quarter   78,755     73,792      73,369     78,749     69,599

    Divided by
     average
     customers during
     quarter (000s)      6,178      6,139       6,074      6,034      5,991
    Divided by three
     months in each
     quarter                 3          3           3          3          3

    Average monthly
     revenue per
     unit               $53.27     $52.24      $52.57     $52.73     $50.42
    Retail service
     revenue per
     unit               $45.62     $45.30      $45.45     $45.02     $43.87
    Inbound roaming
     revenue per unit    $3.40      $2.94       $3.09      $3.36      $2.68
    Long-distance
     /other revenue
     per unit            $4.25      $4.00       $4.03      $4.35      $3.87


          (5) Average monthly local minutes of use per customer (without
              roaming).

          (6) Retail postpay churn rate per month is calculated by dividing
              the total monthly retail postpay customer disconnects during
              the quarter by the average retail postpay customer base for the
              quarter.



                       TELEPHONE AND DATA SYSTEMS, INC.
                            SUMMARY OPERATING DATA

                     6/30/2008  3/31/2008  12/31/2007  9/30/2007  6/30/2007
    Quarter Ended
    TDS Telecom
      ILEC:
      Access line
       equivalents(1)  774,300    767,100     762,700    763,000    761,200
      Access lines     577,000    579,200     585,600    595,100    601,600
      Digital
       Subscriber
       Lines (DSL)
       customers       164,100    154,800     143,500    135,500    127,400

      Long Distance
       customers       346,100    344,900     345,200    346,400    346,500
      Construction
       Expenditures
       (000s)          $22,800    $14,600     $41,300    $23,500    $30,900
      CLEC:
      Access line
       equivalents(1)  417,200    426,700     435,000    443,700    448,400
      Percent of access
       lines on-switch    94.4%      94.3%       94.0%      93.9%      93.7%
      Digital Subscriber
       Lines (DSL)
       customers        42,500     43,100      43,300     43,600     43,800
      Construction
       Expenditures
       (000s)           $4,700     $3,500      $5,700     $3,400     $4,800

    (1) Equivalent access lines are the sum of physical access lines and
        high-capacity data lines adjusted to estimate the equivalent number of
        physical access lines in terms of capacity.  A physical access line is
        the individual circuit connecting a customer to a telephone company's
        central office facilities.



                       TELEPHONE AND DATA SYSTEMS, INC.
               CONSOLIDATED STATEMENTS OF OPERATIONS HIGHLIGHTS
                         Three Months Ended June 30,
    (Unaudited, dollars and shares in thousands, except per share amounts)

                                                                Increase
                                                               (Decrease)
                                   2008         2007        Amount    Percent
    Operating Revenues
      U.S. Cellular             $1,060,592    $971,646     $88,946      9.2%
      TDS Telecom                  207,424     216,301      (8,877)    (4.1)%
      All Other(1)                   6,335       4,887       1,448     29.6%
                                 1,274,351   1,192,834      81,517      6.8%

    Operating Expenses
      U.S. Cellular
        Expenses excluding
         depreciation,
         amortization
         and accretion             791,213     699,318      91,895     13.1%
        Depreciation,
         amortization and
         accretion                 145,258     146,024        (766)    (0.5)%
        (Gain) Loss on asset
         disposals, net              6,219       2,832       3,387      N/M
                                   942,690     848,174      94,516     11.1%

      TDS Telecom
        Expenses excluding
         depreciation,
         amortization and
         accretion                 132,911     144,805     (11,894)    (8.2)%
        Depreciation,
         amortization and
         accretion                  39,071      38,444         627      1.6%
        (Gain) Loss on asset
         disposals, net                219         ---         219      N/M
                                   172,201     183,249     (11,048)    (6.0)%

      All Other(1)
        Expenses excluding
         depreciation and
         amortization                6,020       4,227       1,793     42.4%
        Depreciation and
         amortization                3,697       3,229         468     14.5%
                                     9,717       7,456       2,261     30.3%

            Total Operating
             Expenses            1,124,608   1,038,879      85,729      8.3%

    Operating Income (Loss)
      U.S. Cellular                117,902     123,472      (5,570)    (4.5)%
      TDS Telecom                   35,223      33,052       2,171      6.6%
      All Other(1)                  (3,382)     (2,569)       (813)   (31.6)%
                                   149,743     153,955      (4,212)    (2.7)%

    Investment and Other Income (Expense)
      Equity in earnings of
       unconsolidated entities      22,909      23,875        (966)    (4.0)%
      Interest and dividend
       income                       17,455     147,768    (130,313)   (88.2)%
      Gain (loss) on investments
       and financial
       instruments                   3,088    (220,199)    223,287      N/M
      Interest expense             (35,570)    (55,245)     19,675     35.6%
      Other, net                     1,902      (1,868)      3,770      N/M
                                     9,784    (105,669)    115,453      N/M

    Income Before Income Taxes
     and Minority Interest         159,527      48,286     111,241      N/M
      Income tax expense            53,261      26,700      26,561     99.5%
    Income Before Minority
     Interest                      106,266      21,586      84,680      N/M
      Minority share of income     (18,509)    (30,213)     11,704     38.7%
    Net Income (Loss)               87,757      (8,627)     96,384      N/M
      Preferred dividend
       requirement                      13          13         ---      0.0%

    Net Income (Loss) Available
     to Common                     $87,744     $(8,640)    $96,384      N/M

    Basic Weighted Average
     Common Shares Outstanding     116,267     117,031        (764)    (0.7)%
    Basic Earnings (Loss) Per
     Share                           $0.75      $(0.07)      $0.82      N/M

    Diluted Weighted Average
     Common Shares Outstanding     116,814     117,031        (217)    (0.2)%
    Diluted Earnings (Loss)
     Per Share                       $0.75      $(0.08)      $0.83      N/M

    (1) Consists of Suttle Straus printing and distribution operations and
        intercompany eliminations.
    N/M - Percentage change not meaningful



                       TELEPHONE AND DATA SYSTEMS, INC.
               CONSOLIDATED STATEMENTS OF OPERATIONS HIGHLIGHTS
                          Six Months Ended June 30,
    (Unaudited, dollars and shares in thousands, except per share amounts)

                                                                Increase/
                                                               (Decrease)
                                   2008         2007        Amount    Percent
    Operating Revenues
      U.S. Cellular             $2,098,448  $1,906,320    $192,128     10.1%
      TDS Telecom                  413,500     433,923     (20,423)    (4.7)%
      All Other(1)                  11,504       9,148       2,356     25.8%
                                 2,523,452   2,349,391     174,061      7.4%

    Operating Expenses
      U.S. Cellular
        Expenses excluding
         depreciation,
         amortization and
         accretion               1,563,900   1,376,212     187,688     13.6%
        Depreciation,
         amortization and
         accretion                 287,788     291,976      (4,188)    (1.4)%
        Loss on asset disposals,
         net                         9,892       6,137       3,755     61.2%
                                 1,861,580   1,674,325     187,255     11.2%

    TDS Telecom
      Expenses excluding
       depreciation,
       amortization and
       accretion                   261,717     285,001     (23,284)    (8.2)%
      Depreciation, amortization
       and accretion                78,579      78,349         230      0.3%
      (Gain) on asset disposals,
       net                             198         ---         198      N/M
                                   340,494     363,350     (22,856)    (6.3)%

    All Other(1)
      Expenses excluding
       depreciation and
       amortization                 10,209       9,588         621      6.5%
      Depreciation and
       amortization                  7,817       5,376       2,441     45.4%
                                    18,026      14,964       3,062     20.5%


            Total Operating
             Expenses            2,220,100   2,052,639     167,461      8.2%
    Operating Income (Loss)
      U.S. Cellular                236,868     231,995       4,873      2.1%
      TDS Telecom                   73,006      70,573       2,433      3.4%

      All Other(1)                  (6,522)     (5,816)       (706)   (12.1)%
                                   303,352     296,752       6,600      2.2%

    Investment and Other Income (Expense)
      Equity in earnings of
       unconsolidated entities      44,379      47,571      (3,192)    (6.7)%
      Interest and dividend
       income                       27,201     163,964    (136,763)   (83.4)%
      Gain (loss) on investments
       and financial instruments      (402)     35,671     (36,073)     N/M
      Interest expense             (76,950)   (113,046)     36,096     31.9%
      Other, net                     1,703      (4,092)      5,795      N/M
                                    (4,069)    130,068    (134,137)     N/M

    Income Before Income Taxes
     and Minority Interest         299,283     426,820    (127,537)   (29.9)%

      Income tax expense           102,512     167,938     (65,426)   (39.0)%

    Income Before Minority
     Interest                      196,771     258,882     (62,111)   (24.0)%
      Minority share of income     (35,527)    (48,184)     12,657     26.3%

    Net Income                     161,244     210,698     (49,454)   (23.5)%
      Preferred dividend
       requirement                      26          26         ---      0.0%

    Net Income Available to
     Common                       $161,218    $210,672    $(49,454)   (23.5)%

    Basic Weighted Average
     Common Shares Outstanding     116,919     116,935         (16)    (0.0)%

    Basic Earnings Per Share         $1.38       $1.80      $(0.42)   (23.3)%

    Diluted Weighted Average
     Common Shares Outstanding     117,500     118,432        (932)    (0.8)%

    Diluted Earnings Per Share       $1.37       $1.76      $(0.39)   (22.2)%

    (1) Consists of Suttle Straus printing and distribution operations and
        intercompany eliminations.
     N/M - Percentage change not meaningful



                       TELEPHONE AND DATA SYSTEMS, INC.
                    CONSOLIDATED BALANCE SHEET HIGHLIGHTS
                      (Unaudited, dollars in thousands)

                                    ASSETS

                                                   June 30,       December 31,
                                                     2008             2007
    Current Assets
       Cash and cash equivalents                  $1,125,163      $1,174,446
       Marketable equity securities                   32,020       1,917,893
       Accounts receivable from customers and
        other                                        542,664         530,421
       Inventory                                     126,083         115,818
       Other current assets                          144,569         137,010
                                                   1,970,499       3,875,588

    Investments
       Licenses                                    1,829,014       1,516,629
       Goodwill                                      695,696         679,129
       Customer lists                                 29,069          25,851
       Investments in unconsolidated entities        209,053         206,418
       Other investments                              11,032          11,509
                                                   2,773,864       2,439,536

    Property, Plant and Equipment, net
       U.S. Cellular                               2,566,940       2,595,096
       TDS Telecom                                   888,521         900,267
       Other                                          29,752          29,739
                                                   3,485,213       3,525,102

    Other Assets and Deferred Charges                 51,910          53,917

    Total Assets                                  $8,281,486      $9,894,143



                       TELEPHONE AND DATA SYSTEMS, INC.
                    CONSOLIDATED BALANCE SHEET HIGHLIGHTS
                      (Unaudited, dollars in thousands)

                     LIABILITIES AND STOCKHOLDERS' EQUITY


                                                      June 30,    December 31,
                                                        2008         2007
    Current Liabilities
       Notes payable                                  $50,000          $ ---
       Prepaid forward contracts                          ---      1,005,512
       Current portion of long-term debt                4,390          3,860
       Derivative liability                               ---        711,692
       Accounts payable                               307,572        308,882
       Customer deposits and deferred revenues        176,574        166,191
       Accrued interest                                14,676         18,456
       Accrued taxes                                  310,861         40,439
       Accrued compensation                            61,840         91,703
       Net deferred income tax liability                  ---        327,162
       Other current liabilities                      122,877        125,622
                                                    1,048,790      2,799,519

    Deferred Liabilities and Credits
       Net deferred income tax liability              595,420        555,593
       Asset retirement obligation                    182,495        173,468
       Other deferred liabilities and credits         149,726        154,602
                                                      927,641        883,663

    Long-Term Debt                                  1,635,147      1,632,226

    Minority Interest in Subsidiaries                 679,938        651,537

    Preferred Shares                                      860            860

    Common Stockholders' Equity
       Common Shares, $.01 par value                      566            566
       Special Common Shares, $.01 par value              630            629
       Series A Common Shares, $.01 par value              65             64
       Capital in excess of par value               2,055,677      2,048,110
       Treasury Shares, at cost
         Common Shares                               (118,506)      (120,544)
         Special Common Shares                       (283,682)      (204,914)
       Accumulated other comprehensive income           9,546        511,776
       Retained earnings                            2,324,814      1,690,651
                                                    3,989,110      3,926,338

    Total Liabilities and Stockholders' Equity     $8,281,486     $9,894,143



                           BALANCE SHEET HIGHLIGHTS
                                June 30, 2008
                      (Unaudited, dollars in thousands)

                                            TDS
                       U.S.        TDS   Corporate  Intercompany      TDS
                     Cellular    Telecom  & Other   Eliminations  Consolidated

    Cash and cash
     equivalents     $101,155     $3,542  $1,020,466        $---  $1,125,163
    Affiliated cash
     investments          ---  1,154,070         ---  (1,154,070)        ---
    Marketable equity
     securities        16,508        ---      15,512         ---      32,020
    Notes receivable
     -- affiliates        ---        ---     260,582    (260,582)        ---

                     $117,663 $1,157,612  $1,296,560 $(1,414,652) $1,157,183

    Licenses,
     goodwill
     and customer
     lists         $2,299,097   $417,827   $(163,145)       $---  $2,553,779
    Investment in
     unconsolidated
     entities         157,162      6,512     $50,711      (5,332)    209,053
    Other
     investments        4,359      2,957       3,716         ---      11,032
                   $2,460,618   $427,296   $(108,718)    $(5,332) $2,773,864


    Property,
     Plant and
     Equipment,
     net           $2,566,940   $888,521     $29,752        $---  $3,485,213


    Notes payable:
     external         $50,000       $---       $---         $---     $50,000

    Long-term Debt:
      Current portion    $455       $474  $1,418,113 $(1,414,652)     $4,390
      Non-current
       portion      1,007,054      2,872     625,221         ---   1,635,147

        Total      $1,007,509     $3,346  $2,043,334 $(1,414,652) $1,639,537



    Preferred Shares     $---       $---        $860        $---       $860

    Construction
     expenditures:
      Quarter ended
       6/30/08       $137,810    $27,511      $1,275           -   $166,596
      Six months
       ended 6/30/08 $249,500    $45,593      $3,968           -   $299,061



                            TDS Telecom Highlights
                         Three Months Ended June 30,
                      (Unaudited, dollars in thousands)

                                                                  Increase
                                                                 (Decrease)
                                             2008     2007     Amount  Percent
    Local Telephone Operations
      Operating Revenues
        Voice                               $50,925  $56,447  $(5,522)  (9.8)%
        Data                                 21,738   17,541    4,197   23.9%
        Network access                       70,727   77,029   (6,302)  (8.2)%
        Miscellaneous                         9,809    8,086    1,723   21.3%
                                            153,199  159,103   (5,904)  (3.7)%
      Operating Expenses
        Cost of services and products        46,873   50,717   (3,844)  (7.6)%
        Selling, general and
         administrative expenses             41,416   44,060   (2,644)  (6.0)%
        Depreciation, amortization and
         accretion                           33,502   32,224    1,278    4.0%
        (Gain) on asset disposals               (25)     ---      (25)   N/M
                                            121,766  127,001   (5,235)  (4.1)%

      Operating Income                      $31,433  $32,102    $(669)  (2.1)%

    Competitive Local Exchange
     Carrier Operations
        Revenues                            $55,888  $58,767  $(2,879)  (4.9)%

        Expenses excluding
         depreciation, amortization and
         accretion                           46,285   51,597   (5,312) (10.3)%
        Depreciation, amortization and
         accretion                            5,569    6,220     (651) (10.5)%
        Loss on asset disposals                 244      ---      244    N/M
                                             52,098   57,817   (5,719)  (9.9)%

      Operating Income                       $3,790     $950   $2,840    N/M

    Intercompany revenues                    (1,663)  (1,569)     (94)   N/M
    Intercompany expenses                    (1,663)  (1,569)     (94)   N/M
                                                ---      ---      ---

    Total TDS Telecom Operating Income      $35,223  $33,052   $2,171    6.6%

    N/M - Percentage change not meaningful.



                            TDS Telecom Highlights
                          Six Months Ended June 30,
                      (Unaudited, dollars in thousands)

                                                                  Increase
                                                                 (Decrease)
                                             2008     2007     Amount  Percent
    Local Telephone Operations
      Operating Revenues
        Voice                              $102,501 $113,969 $(11,468)(10.1)%
        Data                                 42,924   33,963    8,961  26.4 %
        Network access                      140,809  153,202  (12,393) (8.1)%
        Miscellaneous                        18,780   15,561    3,219  20.7 %
                                            305,014  316,695  (11,681) (3.7)%
      Operating Expenses
        Cost of services and products        91,707   99,814   (8,107) (8.1)%
        Selling, general and
         administrative expenses             83,897   85,919   (2,022) (2.4)%
        Depreciation, amortization and
         accretion                           67,126   66,270      856   1.3 %
        (Gain) on asset disposals               (46)     ---      (46)  N/M
                                            242,684  252,003   (9,319) (3.7)%

      Operating Income                      $62,330  $64,692  $(2,362) (3.7)%

    Competitive Local Exchange Carrier Operations
        Revenues                           $112,017 $120,117  $(8,100) (6.7)%

        Expenses excluding
         depreciation, amortization
         and accretion                       89,644  102,157  (12,513)(12.2)%
        Depreciation, amortization and
         accretion                           11,453   12,079     (626) (5.2)%
        Loss on asset disposals                 244      ---      244   N/M
                                            101,341  114,236  (12,895)(11.3)%

      Operating Income                      $10,676   $5,881   $4,795  81.5 %

    Intercompany revenues                    (3,531)  (2,889)    (642)  N/M
    Intercompany expenses                    (3,531)  (2,889)    (642)  N/M
                                                ---      ---      ---

    Total TDS Telecom Operating Income      $73,006  $70,573   $2,433   3.4%

    N/M - Percentage change not meaningful.



                       TELEPHONE AND DATA SYSTEMS, INC.
                     CONSOLIDATED STATEMENT OF CASH FLOWS
                          Six Months Ended June 30,
                      (Unaudited, dollars in thousands)

                                                       2008            2007
                                                      (Dollars in thousands)
    Cash Flows from Operating Activities
      Net income                               $     161,244   $     210,698
      Add (Deduct) adjustments to reconcile net
       income to net cash provided by operating
       activities
           Depreciation, amortization and
            accretion                                374,184         375,701
           Bad debts expense                          36,806          26,991
           Stock-based compensation expense            9,022          10,879
           Deferred income taxes                    (316,269)        (61,814)
           (Gain) loss on investments and
            financial instruments                        402         (35,671)
           Equity in earnings of unconsolidated
            entities                                 (44,379)        (47,571)
           Distributions from unconsolidated
            entities                                  45,810          43,435
           Minority share of income                   35,527          48,184
           Loss on asset disposals, net               10,090           6,137
           Noncash interest expense                    7,930          10,635
           Other noncash expense                         247           1,788
           Excess tax benefit from stock awards       (1,706)        (17,598)
           Other operating activities                 (2,350)         (5,000)
      Changes in assets and liabilities
           Change in accounts receivable             (59,440)        (43,884)
           Change in inventory                       (20,830)         (1,213)
           Change in accounts payable                 (4,171)         (5,792)
           Change in customer deposits and
            deferred revenues                         10,303          19,469
           Change in accrued taxes                   304,231         128,672
           Change in accrued interest                 (3,780)           (712)
           Change in other assets and
            liabilities                              (47,432)        (44,784)
                                                     495,439         618,550

    Cash Flows from Investing Activities
      Additions to property, plant and
       equipment                                    (299,061)       (304,559)
      Cash paid for acquisitions                    (334,350)        (20,569)
      Cash received from divestitures                  6,838           4,277
      Proceeds from sale of investments              226,644          10,547
      Settlement of derivative liabilities           (17,404)              -
      Other investing activities                        (934)           (242)
                                                    (418,267)       (310,546)

    Cash Flows from Financing Activities
      Issuance of notes payable                      100,000          25,000
      Issuance of long-term debt                           -           2,857
      Repayment of notes payable                     (50,000)        (60,000)
      Repayment of variable prepaid forward
       contracts                                     (47,357)              -
      Repayment of long-term debt                     (6,442)         (1,679)
      TDS Common Shares and Special Common
       Shares reissued for benefit
       plans, net of tax payments                      1,494          74,339
      U.S. Cellular Common Shares reissued for
       benefit plans, net of tax payments             (1,878)          9,223
      Excess tax benefit from stock awards             1,706          17,598
      Repurchase of TDS Special Common Shares        (83,013)         (7,036)
      Repurchase of U.S. Cellular Common Shares      (14,516)        (49,057)
      Dividends paid                                 (23,922)        (22,798)
      Distributions to minority partners              (4,594)         (4,676)
      Other financing activities                       2,067          (1,869)
                                                    (126,455)        (18,098)

    Net Increase (Decrease) in Cash and Cash
     Equivalents                                     (49,283)        289,906

    Cash and Cash Equivalents -
      Beginning of period                          1,174,446       1,013,325
      End of period                            $   1,125,163   $   1,303,231

 

 


Source: Telephone and Data Systems, Inc.