0001104659-08-076409 Sample Contracts

EXECUTIVE DEFERRED COMPENSATION AGREEMENT PHANTOM STOCK ACCOUNT—2009 BONUS YEAR
Executive Deferred Compensation Agreement • December 15th, 2008 • United States Cellular Corp • Radiotelephone communications • Delaware

THIS AGREEMENT, entered into this day of December, 2008, by and between (hereinafter referred to as the “Executive”) and United States Cellular Corporation (hereinafter referred to as the “Company”), a Delaware corporation, located at 8410 West Bryn Mawr Avenue, Suite 700, Chicago, IL 60631-3486.

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YEAR>> STOCK OPTION AWARD AGREEMENT
Term Incentive Plan • December 15th, 2008 • United States Cellular Corp • Radiotelephone communications • Delaware

United States Cellular Corporation, a Delaware corporation (the “Company”), hereby grants to John E. Rooney (the “Optionee”), as of <<GRANT DATE>> (the “Option Date”), pursuant to the provisions of the United States Cellular Corporation 2005 Long-Term Incentive Plan, as amended (the “Plan”), a Non-Qualified Stock Option (the “Option”) to purchase from the Company <<# OF SHARES>> shares of Stock at the price of <<EXERCISE PRICE>> per share upon and subject to the terms and conditions set forth below. Capitalized terms not defined herein shall have the meanings specified in the Plan.

YEAR>> RESTRICTED STOCK UNIT AWARD AGREEMENT
Long-Term Incentive Plan • December 15th, 2008 • United States Cellular Corp • Radiotelephone communications • Delaware

United States Cellular Corporation, a Delaware corporation (the “Company”), hereby grants to <<NAME>> (the “Employee”) as of <<DATE>> (the “Grant Date”), pursuant to the provisions of the United States Cellular Corporation 2005 Long-Term Incentive Plan, as amended (the “Plan”), a Restricted Stock Unit Award (the “Award”) with respect to <<NUMBER>> shares of Stock, upon and subject to the restrictions, terms and conditions set forth below. Capitalized terms not defined herein shall have the meanings specified in the Plan.

YEAR>> RESTRICTED STOCK UNIT AWARD AGREEMENT
Long-Term Incentive Plan • December 15th, 2008 • United States Cellular Corp • Radiotelephone communications • Delaware

United States Cellular Corporation, a Delaware corporation (the “Company”), hereby grants to John E. Rooney (the “Employee”) as of <<GRANT DATE>> (the “Grant Date”), pursuant to the provisions of the United States Cellular Corporation 2005 Long-Term Incentive Plan, as amended (the “Plan”), a Restricted Stock Unit Award (the “Award”) with respect to <<NUMBER>> shares of Stock, upon and subject to the restrictions, terms and conditions set forth below. Capitalized terms not defined herein shall have the meanings specified in the Plan.

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