X0303 4 2011-04-25 0 0001111665 TELECOMMUNICATION SYSTEMS INC /FA/ TSYS 0001511882 Kutler Jon B C/O TELECOMMUNICATION SYSTEMS, INC. 275 WEST STREET ANNAPOLIS MD 21401 1 0 0 0 Class A Common Stock 2011-04-25 4 A 0 3166 0.00 A 3166 D Class A Common Stock 2400000 I By Trust Class A Common Stock 600000 I By Trust Reporting person is a member of the Issuer's Board of Directors. Non-cash compensation to members of the Issuer's Board of Directors includes Restricted Shares of Issuer's Class A Common Stock. Shares were granted on April 25, 2011 as part of the Reporting Person's compensation for the 2011 partial term of Board service. The shares are restricted from transfer until vested, which will occur on June 9, 2010. These shares are held in an irrevocable trust for the benefit of Reporting Person's child. Reporting Person is the settlor and Reporting Person's spouse is the trustee of the trust. Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Reporting Person is the beneficial owner of such securities for the purposes of Section 16 or any other purpose. These shares are owned directly by Admiralty Partners, Inc., of which Reporting Person and Reporting Person's spouse are directors and which is wholly owned by a trust of which Reporting Person and Reporting Person's spouse are co-trustees. Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Reporting Person is the beneficial owner of such securities for the purposes of Section 16 or any other purpose. /s/ Bruce A. White, by power-of-attorney 2011-04-27