Pursuant to Section 13
or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of
earliest event reported): January 13, 2006
UNITED STATES CELLULAR CORPORATION (Exact name of registrant as specified in its
Delaware (State or other jurisdiction of incorporation)
1-9712 (Commission File Number)
62-1147325 (IRS Employer Identification No.)
8410 West Bryn Mawr, Suite 700, Chicago, Illinois (Address of principal executive offices)
60631 (Zip Code)
Registrant's telephone number,
including area code: (773) 399-8900
(Former name or former address, if changed since last report)
Check the appropriate box below
if the Form 8-K filing is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 3.01(a). Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of
On January 13, 2006, The American Stock Exchange ("AMEX") granted United States Cellular Corporation ("U.S.
Cellular") an extension to regain compliance with the AMEX listing standards until January 31, 2006.
As previously disclosed, on November 15, 2005, U.S. Cellular received a notice from the staff of AMEX indicating
that U.S. Cellular was not in compliance with Sections 134, 1003(d) and 1101 of the AMEX Company Guide as a
result of the failure to file its quarterly report on Form 10-Q for the quarter ended September 30, 2005 on a
timely basis. Pursuant to such letter, on November 30, 2005, U.S. Cellular submitted a plan to the AMEX to
bring it into compliance with the AMEX Company Guide by no later than January 17, 2006. On December 16, 2005,
U.S. Cellular received a letter from the AMEX stating that the AMEX had approved such plan and that the listing
of the U.S. Cellular Common Shares will continue pursuant to an extension until January 17, 2006.
On January 12, 2006, U.S. Cellular requested a further extension until January 31, 2006.
On January 13, 2006, U.S. Cellular issued a joint press release, together with its parent company, Telephone and
Data Systems, Inc., disclosing that the AMEX granted U.S. Cellular an extension until January 31, 2006 to regain compliance with the
AMEX listing standards. A copy of such press release is attached hereto as Exhibit 99.1
and incorporated by reference herein.
Item 9.01. Financial Statements and
accordance with the provisions of Item 601 of Regulation S-K, any Exhibits filed or
furnished herewith are set forth on the Exhibit Index attached hereto.
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report
to be signed on its behalf by the undersigned, thereto duly authorized.
United States Cellular Corporation (Registrant)
Date: January 13, 2006
/s/ Kenneth R. Meyers
Kenneth R. Meyers
Executive Vice President-Finance, Chief Financial Officer and Treasurer
The following exhibits
are filed herewith as noted below.