Campbell Steven T - 4 filing on 2013-07-08

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Campbell Steven T

(Last)

(First)

(Middle)

8410 W. BRYN MAWR

SUITE 700

(Street)

CHICAGO

60631

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
UNITED STATES CELLULAR CORP [ USM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EVP-Finance, CFO & Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
06/07/2013

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
NQ Stock Option (Right to Buy)⁽¹⁾	$40.96⁽²⁾	06/07/2013⁽¹⁾		J⁽¹⁾	V	1,494⁽²⁾		06/01/2006	06/01/2015	Common Stock	1,494⁽²⁾	$0	1,494⁽²⁾	D
NQ Stock Option (Right to Buy)⁽¹⁾	$50.97⁽³⁾	06/07/2013⁽¹⁾		J⁽¹⁾	V	6,624⁽³⁾		04/03/2007	04/03/2016	Common Stock	6,624⁽³⁾	$0	6,624⁽³⁾	D
NQ Stock Option (Right to Buy)⁽¹⁾	$63.33⁽⁴⁾	06/07/2013⁽¹⁾		J⁽¹⁾	V	20,053⁽⁴⁾		04/02/2008	04/02/2017	Common Stock	20,053⁽⁴⁾	$0	20,053⁽⁴⁾	D
NQ Stock Option (Right to Buy)⁽¹⁾	$49.05⁽⁵⁾	06/07/2013⁽¹⁾		J⁽¹⁾	V	31,683⁽⁵⁾		04/01/2009	04/01/2018	Common Stock	31,683⁽⁵⁾	$0	31,683⁽⁵⁾	D
NQ Stock Option (Right to Buy)⁽¹⁾	$36.21⁽⁶⁾	06/07/2013⁽¹⁾		J⁽¹⁾	V	34,772⁽⁶⁾		04/01/2011	04/01/2020	Common Stock	34,772⁽⁶⁾	$0	34,772⁽⁶⁾	D
NQ Stock Option (Right to Buy)⁽¹⁾	$44.59⁽⁷⁾	06/07/2013⁽¹⁾		J⁽¹⁾	V	30,196⁽⁷⁾		04/01/2012	04/01/2021	Common Stock	30,196⁽⁷⁾	$0	30,196⁽⁷⁾	D
NQ Stock Option (Right to Buy)⁽¹⁾	$34.94⁽⁸⁾	06/07/2013⁽¹⁾		J⁽¹⁾	V	37,017⁽⁸⁾		04/02/2013	04/02/2022	Common Stock	37,017⁽⁸⁾	$0	37,017⁽⁸⁾	D
NQ Stock Option (Right to Buy)⁽¹⁾	$31.17⁽⁹⁾	06/07/2013⁽¹⁾		J⁽¹⁾	V	57,624⁽⁹⁾		04/01/2014	04/01/2023	Common Stock	57,624⁽⁹⁾	$0	57,624⁽⁹⁾	D
Restricted Stock Units⁽¹⁾	$0	06/07/2013⁽¹⁾		J⁽¹⁾	V	5,876⁽¹⁰⁾		04/01/2014	04/01/2014	Common Stock	5,876⁽¹⁰⁾	$0	5,876⁽¹⁰⁾	D
Restricted Stock Units⁽¹⁾	$0	06/07/2013⁽¹⁾		J⁽¹⁾	V	14,683⁽¹¹⁾		04/02/2015	04/02/2015	Common Stock	14,683⁽¹¹⁾	$0	14,683⁽¹¹⁾	D
Restricted Stock Units⁽¹⁾	$0	06/07/2013⁽¹⁾		J⁽¹⁾	V	15,585⁽¹²⁾		04/01/2016	04/01/2016	Common Stock	15,585⁽¹²⁾	$0	15,585⁽¹²⁾	D

Explanation of Responses:

1. All outstanding derivative security amounts and exercise prices were adjusted on June 7, 2013 (the ex-dividend date for the Issuer's June 25, 2013 special cash dividend) pursuant to anti-dilution provisions. Although the reporting person is not required to report the adjustments until the next required filing of a Form 4 or 5 to report a transaction, the reporting person is voluntarily making this Form 4 filing to report the adjustments.

2. These shares represent the unexercised portion of a grant previously reported as covering 5,125 shares at an exercise price of $47.76 per share, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.

3. These shares represent the unexercised portion of a grant previously reported as covering 7,575 shares at an exercise price of $59.43 per share, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.

4. These options were previously reported as covering 17,200 shares at an exercise price of $73.84 per share, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.

5. These options were previously reported as covering 27,175 shares at an exercise price of $57.19 per share, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.

6. These options were previously reported as covering 29,825 shares at an exercise price of $42.22 per share, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.

7. These options were previously reported as covering 25,900 shares at an exercise price of $51.99 per share, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.

8. These options were previously reported as covering 31,750 shares at an exercise price of $40.74 per share, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.

9. These options were previously reported as covering 49,425 shares at an exercise price of $36.34 per share, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.

10. These restricted stock units were previously reported as covering 5,040 shares, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.

11. These restricted stock units were previously reported as covering 12,594 shares, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.

12. These restricted stock units were previously reported as covering 13,368 shares, but were adjusted to reflect the June 25, 2013 special cash dividend pursuant to anti-dilution provisions.

Remarks:

	Jason N. Zimmer, By Power of Attorney For Steven T. Campbell	07/08/2013
	** Signature of Reporting Person	Date
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