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                                                                   EXHIBIT 10.19

                           RESTRICTED STOCK UNIT AWARD

Award Number: ____________

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<CAPTION>
Award Date      Number of Units      Final Vesting Date
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<S>             <C>                  <C>
[DATE]               [ ]                    [DATE]
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      THIS CERTIFIES THAT SureWest Communications (the "Company") has on the
Award Date specified above granted to [grantee] ("Participant") an award (the
"Award") to receive that number of restricted stock units (the "Restricted Stock
Units") indicated above in the box labeled "Number of Units," each Restricted
Stock Unit representing the right to receive one share of SureWest
Communications Common Stock (the "Common Stock"), plus an additional amount
pursuant to Section 1(b), subject to certain restrictions and on the terms and
conditions contained in this Award and the SureWest Communications 2000 Equity
Incentive Plan (the "Plan"). A copy of the Plan is available upon request. In
the event of any conflict between the terms of the Plan and this Award, the
terms of the Plan shall govern. Any terms not defined herein shall have the
meaning set forth in the Plan.

1.    Rights of the Participant with Respect to the Restricted Stock Units.

            (a) No Shareholder Rights. The Restricted Stock Units granted
pursuant to this Award do not and shall not entitle Participant to any rights of
a shareholder of Common Stock. The rights of Participant with respect to the
Restricted Stock Units shall remain forfeitable at all times prior to the date
on which such rights become vested, and the restrictions with respect to the
Restricted Stock Units lapse in accordance with Section 2, 3 or 4.

            (b) Additional Restricted Stock Units. As long as Participant holds
Restricted Stock Units granted pursuant to this Award, the Company shall credit
to Participant, on each date that the Company pays a cash dividend to holders of
Common Stock generally, an additional number of Restricted Stock Units
("Additional Restricted Stock Units") equal to the total number of whole
Restricted Stock Units and Additional Restricted Stock Units previously credited
to Participant under this Award multiplied by the dollar amount of the cash
dividend paid per share of Common Stock by the Company on such date, divided by
the Fair Market Value of a share of Common Stock on such date. Any fractional
Restricted Stock Unit resulting from such calculation shall be included in the
Additional Restricted Stock Units. A report showing the number of Additional
Restricted Stock Units so credited shall be sent to Participant periodically as
determined by the Company. The Additional Restricted Stock Units so credited
shall be subject to the same terms and conditions as the Restricted Stock Units
to which such Additional Restricted Stock Units relate and the Additional
Restricted Stock Units shall be forfeited in the event that the Restricted Stock
Units with respect to which such Additional Restricted Stock Units were credited
are forfeited.

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            (c) Conversion of Restricted Stock Units; Issuance of Common Stock.
Shares of Common Stock shall be issued to Participant to the extent of the
vesting of the Restricted Stock Units [INSERT CONVERSION TERMS]. Neither this
Section 1(c) nor any action taken pursuant to or in accordance with this Section
1(c) shall be construed to create a trust of any kind. After any Restricted
Stock Units vest pursuant to Section 2, 3 or 4, the Company shall promptly cause
them to be recorded in book-entry form, registered in Participant's name or in
the name of Participant's legal representatives, beneficiaries or heirs, as the
case may be, in payment of such vested whole Restricted Stock Units and any
Additional Restricted Stock Units. The value of any fractional Restricted Stock
Unit shall be paid in cash at the time certificates are delivered to Participant
in payment of the Restricted Stock Units and any Additional Restricted Stock
Units.

2.    Vesting. [INSERT VESTING TERMS]

3.    Early Vesting and Exercise Upon Change in Control. Notwithstanding the
other vesting provisions contained in Section 2, but subject to the other terms
and conditions set forth herein, upon the effective date of a Change in Control,
all of the Restricted Stock Units shall become immediately and unconditionally
vested and exercisable, and the restrictions with respect to all of the
Restricted Stock Units shall lapse.

4.    Forfeiture or Early Vesting Upon Termination of Service.

            (a) Termination of Service Generally. If, prior to vesting of the
Restricted Stock Units pursuant to Section 2 or 3, Participant ceases to serve
as an employee of the Company, for any reason (voluntary or involuntary) other
than death, permanent long-term disability or Retirement (as defined below),
then Participant's rights to all of the unvested Restricted Stock Units shall be
immediately and irrevocably forfeited, including the right to receive Additional
Restricted Stock Units.

            (b) Death or Permanent Long-Term Disability. If Participant dies
while serving as an employee of the Company or its subsidiaries or during
Retirement, or if Participant's service is terminated due to a permanent
long-term disability which renders Participant incapable of performing his or
her duties, then all unvested Restricted Stock Units shall become immediately
vested and exercisable, and the restrictions with respect to all of the
Restricted Stock Units shall lapse, as of the date of such long-term disability
or death. No transfer by will or the applicable laws of descent and distribution
of any Restricted Stock Units that vest by reason of Participant's death shall
be effective to bind the Company unless the Committee shall have been furnished
with written notice of such transfer and a copy of the will or such other
evidence as the committee of the Board of Directors administering the Plan (the
"Committee") may deem necessary to establish the validity of the transfer.

            (c) Retirement. If the Participant's termination of employment is
due to the Participant's retirement after attaining 55 years of age, in
accordance with the Company's retirement policy ("Retirement"), all outstanding
and unvested Stock Units shall continue to vest in accordance with Section 2,
provided that the following conditions are met for the entire Restriction
Period:

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                  (i)   The Participant shall render, as an independent
contractor and not as an employee, such advisory or consultative services to the
Company as shall reasonably be requested by the Company, consistent with the
Participant's health and any other employment or other activities in which such
Employee may be engaged;

                  (ii)  The Participant shall not render services for any
organization or engage directly or indirectly in any business which, in the
opinion of the Company, competes with or is in conflict with the interests of
the Company; and

                  (iii) The Participant shall not, without prior written
authorization from the Company, disclose to anyone outside the Company, or use
in other than the Company's business, any confidential information or material
relating to the business of the Company, either during or after employment with
the Company.

5.    Restriction on Transfer. The Restricted Stock Units and any rights under
this Award may not be sold, assigned, transferred, pledged, hypothecated or
otherwise disposed of by Participant otherwise than by will or by the laws of
descent and distribution, and any such purported sale, assignment, transfer,
pledge, hypothecation or other disposition shall be void and unenforceable
against the Company. Notwithstanding the foregoing, Participant may, in the
manner established by the Committee, designate a beneficiary or beneficiaries to
exercise the rights of Participant and receive any property distributable with
respect to the Restricted Stock Units upon the death of Participant.

6.    Adjustments to Restricted Stock Units. In the event that any dividend or
other distribution (whether in the form of cash, shares of Common Stock, other
securities or other property), recapitalization, stock split, reverse stock
split, reorganization, merger, consolidation, split-up, spin-off, combination,
repurchase or exchange of Common Stock or other securities of the Company or
other similar corporate transaction or event affecting the Common Stock would be
reasonably likely to result in the diminution or enlargement of any of the
benefits or potential benefits intended to be made available under the Award
(including, without limitation, the benefits or potential benefits of provisions
relating to the vesting of the Restricted Stock Units), the Committee shall, in
such manner as it shall deem equitable or appropriate in order to prevent such
diminution or enlargement of any such benefits or potential benefits, make
adjustments to the Award, including adjustments in the number and type of shares
of Common Stock Participant would have received upon vesting of the Restricted
Stock Units; provided, however, that the number of shares into which the
Restricted Stock Units may be converted shall always be a whole number.

7.    Income Tax Matters.

            (a) In order to comply with all applicable federal or state income
tax laws or regulations, the Company may take such action as it deems
appropriate to ensure that all applicable federal or state payroll, withholding,
income or other taxes, which are the sole and absolute responsibility of
Participant, are withheld or collected from Participant.

            (b) In accordance with the terms of the Plan, and such rules as may
be adopted by the Committee under the Plan, Participant may elect to satisfy
Participant's federal

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and state income tax withholding obligations arising from the receipt of, or the
lapse of restrictions relating to, the Restricted Stock Units, by (i) delivering
cash, check (bank check, certified check or personal check) or money order
payable to the Company, (ii) having the Company withhold a portion of the shares
of Common Stock otherwise to be delivered having a Fair Market Value equal to
the amount of such taxes, or (iii) delivering to the Company shares of Common
Stock already owned by Participant having a Fair Market Value equal to the
amount of such taxes. Any shares already owned by Participant referred to in the
preceding sentence must have been owned by Participant for no less than six
months prior to the date delivered to the Company if such shares were acquired
upon the exercise of an option or upon the vesting of restricted stock or other
restricted stock units. The Company will not deliver any fractional share of
Common Stock but will pay, in lieu thereof, the Fair Market Value of such
fractional share. Participant's election must be made on or before the date that
the amount of tax to be withheld is determined.

8.    Miscellaneous.

            (a) This Award does not confer on Participant any right with respect
to the continuance of any relationship with the Company or its subsidiaries, nor
will it interfere in any way with the right of the Company to terminate such
relationship at any time.

            (b) The Company shall not be required to deliver any shares of
Common Stock upon vesting of any Restricted Stock Units until the requirements
of any federal or state securities laws, rules or regulations or other laws or
rules (including the rules of any securities exchange) as may be determined by
the Company to be applicable are satisfied.

            (c) An original record of this Award and all the terms hereof,
executed by the Company, is held on file by the Company. To the extent there is
any conflict between the terms contained in this Award and the terms contained
in the original held by the Company, the terms of the original held by the
Company shall control.

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By your signature and the signature of the Company's representative below, you
and the Company agree that these units are granted under and governed by the
terms and conditions of the SureWest Communications 2000 Equity Incentive Plan
(the "Plan") and the Restricted Stock Agreement, both of which are attached to
and made a part of this document.

RECIPIENT:

SUREWEST COMMUNICATIONS,
a California corporation

By:_____________________________________
   Brian H. Strom
   President and Chief Executive Officer

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