CONTRACT FOR ALASKA ACCESS SERVICES


This Agreement is entered into this 12th day of March, 2002 between Sprint
Communications Company L.P., a Delaware Limited Partnership, (hereinafter
referred to as "Sprint") and General Communication, Inc. and its wholly owned
subsidiary GCI Communication Corp., Alaska corporations (together "GCI"). This
Agreement will be effective beginning with the April 2002 usage period.

                                   Background

1.   GCI currently carries Sprint interstate measured telephone service ("MTS")
     traffic to and from the State of Alaska.

2.   GCI currently carries Sprint private lines to, from, and within the State
     of Alaska.

3.   Upon this Agreement becoming effective with the April 2002 usage period,
     previous agreements between the parties for the Sprint Traffic will be
     terminated and superseded by this Agreement.

                                    Agreement

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, GCI and Sprint agree as follows:

1.       DEFINITIONS

         (A)   Alaska Average Terminating and Originating Access Costs: Blended
               per minute rates calculated by computing GCI's average interstate
               terminating and originating access rates for each of the
               companies listed below, and then averaging those rates weighted
               by the percentage of total GCI terminating and originating access
               to each company. For each company the average terminating and
               originating interstate rate will be calculated using a ********
               mile transport element. For the ******** year of this Agreement,
               the access rates for each company shall be weighted as indicated
               below to produce the final blended rates that are the Alaska
               Average Terminating and Originating Access Costs, respectively.

                  ACS-Anchorage                               ********%
                  ACS-Northland                               ********%
                  Matanuska Telephone Assoc.                  ********%
                  GCI Comm                                    ********%
                  ACS-Fairbanks                               ********%
                  ACS-Alaska                                  ********%
                  AT&T Wireless Services                      ********%
                  Alaska Telephone Co.                        ********%
                  Ketchikan Public Utilities                  ********%

[CERTAIN INFORMATION HAS BEEN REDACTED FROM THIS DOCUMENT WHICH THE COMPANY
DESIRES TO KEEP UNDISCLOSED AND A COPY OF THE UNDREDACTED DOCUMENT WILL BE FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.]


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                  United Utilities Inc                        ********%
                  Mactel Cellular                             ********%
                  OTZ Coop                                    ********%
                  Copper Valley Telephone                     ********%
                  Mukluk Telephone Co.                        ********%
                  AT&T Alascom                                ********%
                  Pacificom-Alasaka LLS                       ********%
                  Cordova Telephone                           ********%
                  Interior Telephone Co.                      ********%
                  Arctic Slope Telephone                      ********%
                  Rest of State-NECA                          ********%

               Annually if the option contained in either Section 2.B.(2) or
               2.B.(3) or both is elected by GCI, GCI shall update the
               percentages, using ******** terminating and originating minutes,
               used in calculating the Alaska Average Terminating and
               Originating Access Costs based upon the percentage of GCI's total
               billed terminating and originating access minutes for each Alaska
               exchange company.

         (B)   Sprint Alaska Originated Traffic: All Sprint MTS traffic, other
               than 800 and 900 traffic, which originates where GCI has
               facilities in Alaska and is delivered to Sprint in Seattle for
               termination outside Alaska.

         (C)   ********: All Sprint 800 and 900 traffic which originates in
               Alaska and terminates outside of Alaska.

         (D)   ********: All Sprint MTS traffic which originates outside of
               Alaska and terminates in Alaska.

         (E)   Sprint Alaska ******** Service: All Sprint private line
               requirements where one or more termination points reside within
               the State of Alaska.

         (F)   Sprint Traffic: ********, ********, and Sprint Alaska ********
               Service.

         (G)   POP: Point of Presence.

         (H)   Effective ******** Rate: This rate per minute is derived by
               ******** the "Alaska ******** Contract Credit" from the monthly
               billed amount on the ******** invoice, and ******** the ********
               by the ******** minutes.

         (I)   Effective ******** Rate: This rate per minute is derived by
               ******** the "Alaska ******** Contract Credit" from the monthly
               billed amount on the ******** invoice, and ******** the ********
               by the ******** minutes.

[CERTAIN INFORMATION HAS BEEN REDACTED FROM THIS DOCUMENT WHICH THE COMPANY
DESIRES TO KEEP UNDISCLOSED AND A COPY OF THE UNDREDACTED DOCUMENT WILL BE FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.]


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2.       TRAFFIC SERVICES, CHARGES AND STANDARDS

         (A)   Traffic Services. Sprint will utilize the transmission services
               of GCI for all Sprint Traffic and GCI will transmit Sprint
               Traffic as follows:

               1. Sprint Alaska Originated Traffic. GCI will receive Sprint
                  Alaska Originated Traffic and deliver it to Sprint in Seattle,
                  Washington.

               2. ********. GCI will receive ******** and deliver it to Sprint
                  in Seattle, Washington.

               3. ********. Sprint will deliver ******** to the GCI POP in
                  Seattle, Washington. GCI shall route all ******** received at
                  the POP to the appropriate destination in Alaska.

               4. Sprint Alaska ******** Service. GCI shall interconnect with
                  Sprint at the GCI POP in Seattle, Washington. GCI shall
                  provide the required bandwidth to the Alaska destination and
                  coordinate the connection to the customer location.

               5. Sprint Alaska Directory Assistance. Sprint will deliver Sprint
                  Alaska Directory Assistance traffic to GCI POP in Seattle,
                  Washington. GCI shall route Sprint Alaska Directory Assistance
                  traffic to the appropriate Alaska directory assistance
                  provider.

         (B)   Charges. GCI shall charge and Sprint shall pay for services
               provided by GCI under this section as follows:

               1. Sprint Alaska Originated Traffic. GCI and Sprint agree to work
                  toward a mutually satisfactory arrangement if Sprint requires
                  Alaska MTS origination.

               2. ********. ******** (except for Sprint Alaska Originated
                  Traffic) shall be charged at the following rates per minute in
                  the appropriate periods:

                  Date                               Rate in Dollars
                  ----                               ---------------
                  ********                           ********
                  ********                           ********
                  ********                           ********
                  ********                           ********
                  ********                           ********
                  ********                           ********

                  There shall be no ********. ******** shall pay the ********
                  and all ******** charges for ********. Any query charges
                  associated with the routing of ********, due to FCC Docket
                  #86-10, will be passed on to ********.

[CERTAIN INFORMATION HAS BEEN REDACTED FROM THIS DOCUMENT WHICH THE COMPANY
DESIRES TO KEEP UNDISCLOSED AND A COPY OF THE UNDREDACTED DOCUMENT WILL BE FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.]


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                  In accordance with FCC rules regarding per-call compensation
                  for coinless payphone calls (Second Order on Reconsideration
                  in FCC Docket #96-128), as first-switch interexchange carrier,
                  GCI may be obligated to pay per-call compensation for
                  payphone-originated, coinless calls. Where it is so obligated
                  by law, GCI may assess a $******** surcharge on ******** for
                  each compensable payphone call.

                  In no event will the payphone surcharge be higher than
                  $******** above the applicable per-call compensation for
                  payphone-originated coinless calls, as set by the FCC.

                  The surcharge shall not apply to calls for which Sprint
                  certifies that it or a reseller or customer of Sprint has
                  direct or indirect arrangements for payphone compensation with
                  the payphone owner or its designated agent ("PSP") and for
                  which Sprint provides GCI with adequate identification of
                  covered telephone numbers.

                  For calls routed to platform numbers, whether those of Sprint
                  or a reseller or customer of Sprint, answer supervision
                  received by GCI may not accurately indicate whether a
                  dial-around payphone call is completed to the called party and
                  therefore compensable to the PSP. For such platform calls, at
                  Sprint's option, GCI shall assess surcharges only on calls
                  Sprint identifies to GCI as completed to the called party.
                  Sprint, in a mutually agreed computer readable format, shall
                  provide GCI with adequate identification of such platform
                  telephone numbers and appropriate reporting to document
                  completion of those dial-around calls, for timely reporting by
                  GCI to the PSPs

                  If GCI or Sprint determines they have both paid payphone
                  compensation for the same calls, or that payphone compensation
                  has been paid for noncompensable calls, GCI and Sprint agree
                  to cooperate to resolve the discrepancy and process
                  appropriate refund requests. GCI agrees to credit Sprint for
                  amounts surcharged in error.

                  GCI and Sprint shall cooperate with each other, and agree to
                  make records available (subject to reasonable confidentiality
                  guarantees, where appropriate) to verify proper and timely
                  reporting, payment, and billing for payphone originated
                  dial-around calls and to help manage questions or disputes
                  raised by payphone owners or their agents. The parties
                  acknowledge that FCC requirements and industry practices for
                  per-call compensation for coinless payphone calls may change
                  during the term of the Agreement. Either party may reopen this
                  provision of the Agreement, upon thirty days written notice,
                  to renegotiate in light of changes in applicable FCC rules or
                  common industry practices thereunder.

                  GCI Option. If the Effective Sprint Southbound Rate becomes
                  less than the ******** $********, GCI may, at its option,
                  increase the rates contained in this subsection to a level
                  where the Effective Sprint Southbound Rate is ******** to the
                  ******** $******** . GCI will provide 30 days written
                  notification to Sprint prior to the implementation of this
                  option.

[CERTAIN INFORMATION HAS BEEN REDACTED FROM THIS DOCUMENT WHICH THE COMPANY
DESIRES TO KEEP UNDISCLOSED AND A COPY OF THE UNDREDACTED DOCUMENT WILL BE FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.]


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               3. ********. ********shall be charged at the following rates per
                  minute in the appropriate period:

                     Date                               Rate in Dollars
                     ----                               ---------------
                     ********                           ********
                     ********                           ********
                     ********                           ********
                     ********                           ********
                     ********                           ********


                  There shall be no ********. ********shall pay the ********and
                  all ******** charges for the ********of ********.

                  GCI Option. If the Effective Sprint Northbound Rate becomes
                  less than the ******** $********, GCI may, at its option,
                  increase the rates contained in this subsection to a level
                  where the Effective Sprint Southbound Rate is ******** to the
                  ******** $********. GCI will provide 30 days written
                  notification to Sprint prior to the implementation of this
                  option.

               4. Sprint Alaska ******** Service. GCI shall charge Sprint it's
                  best available ******** term rate for the ******** requested
                  from all points in Alaska. Each month GCI will calculate the
                  total ******** Sprint Alaska ******** Service charges for all
                  ******** requirements of ******** and below. A ********%
                  credit will be calculated. ******** of the credit will be
                  applied to the following month's ******** invoice, and
                  identified as, "Alaska ******** Contract Credit". This credit
                  amount will be used to establish an Effective Sprint
                  Northbound Rate. ******** of the credit will be applied to the
                  following month's ******** invoice, and identified as, "Alaska
                  ******** Contract Credit". This credit amount will be used to
                  establish an Effective Sprint Southbound.

               5. Sprint Alaska Directory Assistance. GCI shall charge $********
                  for each Sprint Alaska Directory Assistance call.


         (C)   Billing. GCI will bill Sprint for the services outlined in this
               Agreement monthly, in a format acceptable to Sprint and
               containing sufficient detail for Sprint to properly validate the
               bill. Sprint will pay all non-disputed amounts within ******** of
               the receipt of the invoice(s).

[CERTAIN INFORMATION HAS BEEN REDACTED FROM THIS DOCUMENT WHICH THE COMPANY
DESIRES TO KEEP UNDISCLOSED AND A COPY OF THE UNDREDACTED DOCUMENT WILL BE FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.]


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         (D)   Timing of Calls. Unless an applicable tariff otherwise provides,
               the time of the message billing begins with trunk seizure in the
               case of subsections B (1) and B (2) and answer in the case of B
               (3) and ends with disconnect.

         (E)   Most Favored Customer. The overall pricing, for all combined
               services, that GCI charges Sprint will be as low as any other
               overall combined pricing offered to another customer for similar
               services and similar volumes during the term of this Agreement.

         (F)   Network Performance Standards. Each party will ensure that the
               industry standards pertaining to the transmission and delivery of
               traffic are maintained at all times. GCI shall guarantee the
               performance of ******** bps modems for facilities under its
               control. Voice compression will be engineered to provide
               freeze-out ratio less than ********%. GCI will provide its best
               efforts to route Sprint Traffic on terrestrial facilities when
               they are available. Sprint Traffic will be subject to the same
               capacity constraints, satellite routing, and compression
               standards as GCI, or any of GCI's other inter-exchange carrier
               customers. GCI will restore Sprint Traffic within the same time
               as GCI uses to restore its own traffic. Satellite transmission
               will be used to provide restoral services during extended
               outages.

         (G)   Annual Meetings and Price Adjustments. Both parties agree to meet
               and review the Alaska competitive access market on an annual
               basis beginning in January 2003. The meeting time and place will
               be mutually agreed upon.

               If a GCI ******** a ******** or ******** to Sprint for comparable
               service and for all ********, it will be disclosed to GCI. If GCI
               does not ******** to ******** or ******** the ********, then
               Sprint may terminate its commitment in Section 2 to ******** for
               ******** by ********. If Sprint exercises this right, ********
               described in Section 4 will be forfeited.

3.       TERM

         Term. All services provided in this Agreement shall be for a term of
         five (5) years beginning on April 1, 2002 and ending March 31, 2007.
         The term shall be automatically extended for two (2) one (1) year
         periods through and including March 31, 2009 unless either party elects
         to cancel the renewal by providing written notice of non-renewal at
         least 180 days prior to the commencement of any renewal period.

[CERTAIN INFORMATION HAS BEEN REDACTED FROM THIS DOCUMENT WHICH THE COMPANY
DESIRES TO KEEP UNDISCLOSED AND A COPY OF THE UNDREDACTED DOCUMENT WILL BE FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.]


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4.       ********

         ********. Sprint will receive an ******** $******** to execute this
         Agreement under the above terms and conditions if this Agreement is
         ********. The ******** will be ******** $******** in each of the first
         ******** years and appear as a credit on ******** invoices presented to
         Sprint in ********. The ******** year ******** $******** will be paid
         upon ******** of ********, and appear as a credit on Sprint's ********
         invoice. The ******** installments of the ******** are ******** minutes
         ********. The 2001 4th Quarter ******** minutes annualized is ********
         minutes. The ******** year ******** $******** will appear as a ********
         on the ******** invoice if the ******** minutes for ******** are
         ******** minutes. The ******** year ******** $******** will appear as a
         ******** on the ******** invoice if the ******** minutes for ********
         are ******** minutes.

5.       DEFAULT AND REMEDY

         (A)   Events of Default. A party shall be in default upon the
               occurrence of any of the following:

               1. The party shall have failed to make any payment when due,
                  coupled with its failure to remedy nonpayment within thirty
                  days after receipt of written notice thereof from the other
                  party.

               2. The party shall have failed to perform its obligations under
                  section 2 coupled with failure to remedy nonperformance within
                  thirty days after receipt of written notice thereof from the
                  other party.

               3. The party shall not have paid, or shall have admitted in
                  writing its inability to pay, its debts as it matures or shall
                  have applied for, consented to or acquiesced in the
                  appointment of a trustee or receiver for any part of its
                  property, or shall have authorized any such action; or in the
                  absence of any such application, consent or acquiescence a
                  trustee or receiver shall have been appointed for a party or
                  for the substantial part of its property and shall not have
                  been discharged within sixty (60) day; or any bankruptcy or
                  insolvency law or any dissolution or liquidation proceeding
                  shall have been instituted by the party or, if instituted
                  against the party, shall not have been dismissed within a
                  period of sixty (60) days.

[CERTAIN INFORMATION HAS BEEN REDACTED FROM THIS DOCUMENT WHICH THE COMPANY
DESIRES TO KEEP UNDISCLOSED AND A COPY OF THE UNDREDACTED DOCUMENT WILL BE FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.]


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         (B)   Consequences of Default and Remedies. In the event of default,
               the non defaulting party shall have the right, immediately upon
               written notice to the defaulting party, to terminate this
               Agreement without further liability, including monetary early
               termination charges, except for obligations incurred prior to the
               termination date. In addition, the non defaulting party shall
               have the option and may exercise the dispute resolution outlined
               in Section 5 (C), below.

         (C)   Dispute Resolution. Any controversy or claim arising out of or
               relating to this Agreement, or the breach thereof, shall be
               settled by arbitration in accordance with the Commercial
               Arbitration Rules of the American Arbitration Association, and
               judgment upon the award rendered by the arbitrator(s) may be
               entered in any court having jurisdiction thereof. One arbitrator
               shall be named by GCI and one arbitrator shall be named by
               Sprint. A third arbitrator shall be named by the two arbitrators
               so chosen, or if they cannot agree, the third arbitrator shall be
               an expert in the field of telecommunications named by the
               American Arbitration Association. Both parties shall be required
               to name arbitrators within twenty (20) days after the one party
               has given notice of intent to arbitrate. Awards shall be made by
               the majority decision of the arbitrators provided, however, that
               if a majority decision cannot be reached, the independent
               arbitrator chosen by the party-designated arbitrators or the
               American Arbitration Association shall decide the case.

6.       MISCELLANEOUS

         (A)   Force majeure, Change in Law or Regulation

               1. Neither party shall be liable for failure to perform hereunder
                  due to any contingency beyond its reasonable control,
                  including acts of God, fires, floods, earthquakes, volcanic
                  eruptions, wars, sabotage, accidents, labor disputes or
                  shortages, government laws, ordinances, rules and regulations
                  whether valid or invalid, inability to obtain material,
                  equipment or transportation, defective equipment and any other
                  similar or different contingency. The party whose performance
                  is prevented by any such contingency shall have the right to
                  omit during the period of such contingency all or any portion
                  of the service deliverable during such period.

               2. If substantial change in law or regulation occurs materially
                  affecting the services, charges or other requirements and
                  conditions of this Agreement to the degree that one or both of
                  the parties are materially and adversely affected, the parties
                  shall negotiate amendments to the Agreement to restore the
                  parties to substantially the same position as if the law or
                  regulatory change had not occurred. In the event that this
                  Agreement cannot be changed to restore the parties
                  substantially to the status quo ante, either party may
                  terminate this Agreement.


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         (B)   Modifications, Consents, and Waivers. No failure or delay on the
               part of either party in exercising any power or right hereunder
               or under another document shall operate as a waiver thereof, nor
               shall any single or partial exercise of any such right or power
               preclude any other or future exercise thereof or the exercise of
               any other right or power. No amendment, modification or waiver of
               any provision of this Agreement or the other documents, nor
               consent to any departure by the party therefrom shall be
               effective only in the specific instance and for the purpose for
               which given. Except as otherwise provided in any document, no
               notice to or demand on a party in any case shall entitle that
               party to any other or future notice or demand in similar or other
               circumstances.

         (C)   Notices. Unless otherwise provided herein, all notices concerning
               this Agreement shall be deemed given on the day telecopied with
               hard copy mailed follows:

                  If to Sprint:
                  Sprint Communications Company
                  Attn: ********
                  7171 W. 95th Street
                  Overland Park, KS 66212

                  With a copy to Attn.: ********
                  Facsimilie:

                  If to GCI:
                  General Communication, Incorporated
                  2550 Denali Street, Suite 1000
                  Anchorage, AK 99503
                  Attn: General Manager

                  With a copy to Attn.: General Manager and Vice President,
                  Wholesale and Long Distance
                  Facsimilie: (907) 777-6292

                  A party may change the address, person, and facsimilie number
                  by written notice to the other party.

[CERTAIN INFORMATION HAS BEEN REDACTED FROM THIS DOCUMENT WHICH THE COMPANY
DESIRES TO KEEP UNDISCLOSED AND A COPY OF THE UNDREDACTED DOCUMENT WILL BE FILED
SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.]


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         (D)   Confidentiality. Neither party shall disclose to any third party
               during the service term and any renewal period, or during the
               three (3) year period immediately following receipt of service
               under this Agreement, any of the terms and conditions set forth
               in this Agreement without the prior written consent of the other
               party, unless such disclosure is required to be disclosed by law
               or is necessary in any legal proceeding establishing the rights
               and obligations under this Agreement.

         (E)   Rule of Construction. All parties to this Agreement have been
               represented by separate counsel, or have been afforded the
               opportunity thereof, and all terms and conditions herein have
               been negotiated at arms' length. Given the above and the
               consideration provided within this document, the rule of strict
               construction, which constues the document against the drafter, is
               waived in its entirety by all parties and shall not apply.

         (F)   Binding Effect and Assignment. This Agreement shall be binding
               upon and inure to the benefit of the parties and their respective
               successors and assigns, except that the parties may not assign or
               transfer any part of this Agreement hereunder without the other
               party's prior written consent except to a parent subsidiary or
               affiliate under control of the party.


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         (G)   Entire Agreement. This Agreement and the other documents
               described herein set forth the entire Agreement between the
               parties supersedes all prior communications and understandings of
               any nature and may not be supplemented or altered orally. In the
               event if a conflict between the provisions of this Agreement and
               any of the other documents, the provisions of this Agreement
               shall control

         (H)   Governing Law. This Agreement and other documents shall be deemed
               to be contracts under the laws of the State of Kansas and for all
               purposes shall be construed in accordance with and governed by
               the laws of said State.

         (I)   Headings. Articles and section headings used in this Agreement
               are for convenience only and shall not affect the construction of
               this Agreement.

         (J)   Execution in Counterparts. This Agreement may be executed by the
               parties hereto individually or in separate counterparts, each of
               which shall be an original and all of which taken together
               constitutes one and the same document.

                  This  Agreement executed as of the date set forth above.



                                    SPRINT COMMUNICATIONS COMPANY L.P.

                                    By: /s/

                                    Printed Name: James D. Patterson

                                    Title: Vice President, Access Management



                                    GCI COMMUNICATION CORPORATION

                                    By: /s/

                                    Printed Name: Richard Westlund

                                    Title: V.P./G.M. Long Distance/Wholesale



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