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The carrying value and estimated fair value of the preferred securities was $300.0 million and $299.2 million, respectively, at December 31, 2001, and $300.0 million and $279.0 million, respectively, at December 31, 2000. The fair value of the preferred securities was determined using the market prices of the preferred securities at December 31, 2001 and 2000. 

18 Preferred Shares 

The holders of outstanding Preferred Shares are entitled to one vote per share. The Company had 74,423 Preferred Shares authorized, issued and outstanding at December 31, 2001, of which 69,287 Shares were redeemable at the option of TDS and 5,136 Shares were redeemable at the option of the holder, at $100 per share plus accrued and unpaid dividends. The average dividend rate was $6.01 per share. At December 31, 2001, 68,840 Preferred Shares were convertible into 238,492 TDS Common Shares. 

The following is a schedule of Preferred Shares activity. 

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The carrying value and estimated fair value of the Com- pany’s Preferred Shares was $7.4 million and $5.4 million, respectively, at December 31, 2001, and $7.8 million and $5.3 million, respectively, at December 31, 2000. The fair value of the Company’s Preferred Shares was estimated using discounted cash flow analysis. 

19 Common Stockholders’ Equity 

## Common Stock 

The holders of Common Shares are entitled to one vote per share. The holders of Series A Common Shares are entitled to ten votes per share. Series A Common Shares are convertible, on a share-for-share basis, into Common Shares. TDS has reserved 6,778,000 Common Shares at December 31, 2001, for possible issuance upon such conversion. 

The following table summarizes the number of Common and Series A Common Shares outstanding. 

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## Common Share Repurchase Program 

The Board of Directors of TDS from time to time has authorized the repurchase of TDS Common Shares. The Company may use repurchased shares to fund acquisitions and for other corporate purposes. 

The Company repurchased 325,000 Common Shares in 2001 for $30.3 million, 2,666,000 Common Shares in 2000 for $287.7 million and 664,000 Common Shares in 1999 for $80.5 million. The Company reissued 173,000 Common Shares in 2001, 187,000 in 2000 and 188,000 in 1999 for acquisitions and incentive and compensation plans. 

## Accumulated Other Comprehensive Income (Loss) 

The cumulative balance of unrealized gains (losses) on securities and related income tax effects included in Accumulated other comprehensive income (loss) are as follows. 

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20 Dividend Reinvestment, Incentive and Compensation Plans 

The following table summarizes Common and Series A Common Shares issued, including reissued Treasury Shares, for the employee stock ownership plans and dividend reinvestment plans described below. 

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## Tax-Deferred Savings Plan 

TDS had reserved 62,000 Common Shares for issuance under the TDS Tax-Deferred Savings Plan, a qualified profit-sharing plan pursuant to Sections 401(a) and 401(k) of the Internal Revenue Code. Participating employees have the option of investing their contributions in TDS Common Shares, U.S. Cellular Common Shares or seven nonaffiliated funds. 

## Dividend Reinvestment Plans 

TDS had reserved 427,000 Common Shares for issuance under the Automatic Dividend Reinvestment and Stock Purchase Plan and 134,000 Series A Common Shares for issuance under the Series A Common Share Automatic Dividend Reinvestment Plan. These plans enable holders of TDS’s Common Shares and Preferred Shares to reinvest cash dividends in Common Shares and holders of Series A Common Shares to reinvest cash dividends in Series A Common Shares. The purchase price of the shares is 95% of the market value, based on the average of the daily high and low sales prices for TDS’s Common Shares on the American Stock Exchange for the ten trading days preceding the date on which the purchase is made. 

## Employee Stock Purchase Plan 

TDS had reserved 167,000 Common Shares for sale to the employees of TDS and its subsidiaries. 

## Stock-based Compensation Plans 

TDS had reserved 2,512,000 Common Shares for options granted and to be granted to key employees. TDS has established certain plans that provide for the grant of stock options to officers and employees. The options are exercisable over a specified period not in excess of ten years. The options expire from 2002 to 2010 or 30 days after the date of the employee’s termination of employment, if earlier. 

No compensation costs have been recognized for the stock option and employee stock purchase plans. Had compensation cost for all plans been determined consistent with SFAS No. 123, “Accounting for Stock-Based Compensation,” the Company’s net income and earnings per share from continuing operations would have been reduced to the following pro forma amounts. 

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