<PAGE>


                                 EMPLOYMENT AGREEMENT


    THIS AGREEMENT entered into this 1st day of December, 1995 ("Effective
Date"), by and between Rural Cellular Corporation ("RCC" or "Company") and Scott
Donlea (the "Employee").

    WHEREAS, the Employee has heretofore been employed by RCC in the position
described in the job description attached as Exhibit A and is experienced in the
business of RCC; and

    WHEREAS, the parties desire by this writing to set forth the continuing
employment relationship of RCC and the Employee.

    NOW, THEREFORE, it is AGREED as follows:

    1.   EMPLOYMENT.  The Employee is employed in the capacity of Vice
President of Sales and Marketing for RCC as described in the attached Exhibit A
and as are customarily performed by persons situated in a similar executive
capacity.  The Employee shall also promote, by entertainment or otherwise, as
and to the extent permitted by law, the business of RCC.  The Employee's other
duties shall be such as the President/CEO, or his designee, may from time to
time reasonably direct.  The Board of Directors may change Employee's reporting
relationship at any time.

    2.   BASE COMPENSATION.  RCC agrees to pay the Employee during the term of
this Agreement a salary which shall be at the 1995 rate for December 1995 and
continue at the rate of $84,100 per annum beginning January 1, 1996, payable not
less frequently than every two weeks; provided, that the rate of such salary
shall be reviewed by the Board of Directors not less often than annually, and
Employee shall be entitled to receive an increase at such percentage or in such
an amount, if any, as the Board of Directors in its sole discretion may decide
at such time.

    3.   DISCRETIONARY AND INCENTIVE BONUS.  The Employee shall be entitled to
participate in an equitable manner with all other senior management employees of
RCC in discretionary and incentive bonuses, including, but not limited to stock
option and restricted stock awards and other cash and non-cash compensation
plans that may be authorized and declared by the Board of Directors to its
senior management employees from time to time.

         4.   OTHER BENEFITS.

              (a)  PARTICIPATION IN RETIREMENT AND MEDICAL PLANS.  The
         Employee shall be entitled to participate in any plan of RCC
         relating to compensation, profit sharing, or other retirement
         benefits and medical coverage or reimbursement plans as RCC may
         adopt for the benefit of its employees,


<PAGE>


              (b)  EMPLOYEE BENEFITS; EXPENSES.  The Employee shall be
         eligible to participate in any fringe benefits which may be or
         may become applicable to RCC's senior management employees,
         including by example, participation in any stock option or
         incentive plans adopted by the Board of Directors, and any other
         benefits adopted by the Board of Directors.  RCC shall reimburse
         Employee for all reasonable out-of-pocket expenses which Employee
         shall incur in connection with his service for RCC which are
         documented with RCC's policies as set forth from time to time.

    5.   TERM.  The term of employment of Employee under this Agreement shall 
be for the period commencing on the Effective Date and ending December 31, 
1998. Additionally, the term of employment under this Agreement may be 
extended for one or more additional one year periods beyond the then 
effective expiration date upon a determination and resolution of the Board of 
Directors, in its sole discretion, that the performance of the Employee has 
met the requirements and standards of the Board in the current term, and that 
the term of such Agreement shall be extended for an additional one year term 
and the acceptance by Employee of such extended term.

    6.   LOYALTY; NONCOMPETITION.

              (a)  The Employee shall devote his full time and attention
         to the performance of his employment under this Agreement. 
         During the term of Employee's employment under this Agreement,
         the Employee shall not engage in any business or activity
         contrary to the business affairs or interests of RCC.

              (b)  Nothing contained in this Paragraph 6 shall be deemed
         to prevent or limit the right of Employee to invest in the
         capital stock or other securities of any business dissimilar from
         that of RCC, or, solely as a passive or minority investor, in any
         business.

    7.   STANDARDS.  The Employee shall perform his duties under this Agreement
in accordance with such reasonable standards expected of employees with
comparable positions in comparable organizations and as may be established from
time to time by thePresident/CEO.

    8.   VACATION AND SICK LEAVE.  At such reasonable times as RCC shall in its
sole discretion permit, the Employee shall be entitled, without loss of pay, to
absent himself voluntarily from the performance under this Agreement, with all
such voluntary absences to count as vacation time; provided that:

              (a)  The Employee shall be entitled to annual vacation leave
         in accordance with the policies as are periodically established
         by the Board of Directors for senior management of RCC but in no
         event less than three calendar weeks per calendar year.

                                       -2-

<PAGE>

              (b)  The Employee shall take at least five consecutive
         business days of vacation in each calendar year.

              (c)  The Employee shall not be entitled to receive any
         additional compensation from RCC on account of his failure to
         take vacation leave and Employee shall not be entitled to
         accumulate unused vacation from one fiscal year to the next,
         except in either case to the extent authorized by the Board of
         Directors for senior management employees of RCC.

              (d)  In addition to the aforesaid paid vacations, the
         Employee shall be entitled without loss of pay, to absent himself
         voluntarily from the performance of his employment with RCC for
         such additional periods of time and for such valid and legitimate
         reasons as the Board of Directors in its discretion may
         determine.  Further, the Board of Directors shall be entitled to
         grant to the Employee a leave or leaves of absence with or
         without pay at such time or times and upon such terms and
         conditions as the Board of Directors in its discretion may
         determine.

              (e)  In addition, the Employee shall be entitled to an
         annual sick leave benefit as established by the Board of
         Directors for senior management employees of RCC.  In the event
         that any sick leave benefit shall not have been used during any
         year, such leave shall accrue to subsequent years only to the
         extent authorized by the Board of Directors for employees of RCC.

              (f)  The Employee is encouraged to participate in related
         industry organizations and activities provided that the
         assumption of any significant responsibilities for such outside
         activities or organizational participation shall be approved in
         advance by the President/CEO.

    9.   TERMINATION AND TERMINATION PAY.  The Employee's employment under this
Agreement shall be terminated upon any of the following occurrences:

              (a)  The death of the Employee during the term of this Agreement,
         in which event the Employee's estate shall be entitled to receive
         the compensation due the Employee through the last day of the
         calendar month in which Employee's death shall have occurred,
         plus all accrued but unused vacation for such calendar year, and
         PRO RATA payment of all bonuses or incentive payments earned or
         to be awarded for such calendar year.

              (b)  The Board of Directors may terminate the Employee's
         employment at any time, but any termination by the Board of
         Directors other than termination for Just Cause, as defined
         below, shall not prejudice the Employee's right to compensation
         or other benefits under the Agreement.  The Employee shall have
         no right to receive compensation or other benefits for any period
         after termination for Just Cause.  Termination for "Just Cause"
         shall include termination because of the Employee's personal
         dishonesty, incompetence, 

                                     -3-

<PAGE>

         willful misconduct, breach of fiduciary duty involving personal 
         profit, intentional failure to perform stated duties, willful 
         violation of any law, rule or regulation (other than traffic 
         violations or similar offenses) or final cease-and-desist order, or 
         material breach of any provision of the Agreement.

              (c)  Except as provided pursuant to Section 11 herein, in
         the event Employee's employment under this Agreement is
         terminated by the Board of Directors without Just Cause, RCC
         shall be obligated to continue to pay the Employee the salary
         provided pursuant to Section 2 herein, up to the date of
         termination of the term (including any extension of the term
         pursuant to Section 5 above) of this Agreement.  Notwithstanding
         the foregoing, in no event shall payments to be made in
         accordance with this Section 9(c) be for a period of less than 12
         months following the date of termination of employment.

              (d)  The voluntary termination by the Employee during the
         term of this Agreement with the delivery of no less than 60 days
         written notice to the Board of Directors (other than pursuant to
         Section 11(b)) in which case the Employee shall be entitled to
         receive only the compensation, vested rights, and all employee
         benefits up to the date of such termination except as
         specifically provided below.

    10.  DISABILITY.  If the Employee shall become disabled or incapacitated to
the extent that he is unable to perform his duties hereunder, by reason of
medically determinable physical or mental impairment, as determined by a doctor
engaged by the Board of Directors, Employee shall nevertheless continue to
receive the compensation and benefits provided under the terms of this Agreement
as follows:  100% of such compensation and benefits for a period of six (6)
months, but not exceeding the remaining term of the Agreement, and 65%
thereafter for the remainder of the term of the Agreement.  Such benefits noted
herein shall be reduced by any benefits otherwise provided to the Employee
during such period under the provisions of disability insurance coverage in
effect for RCC employees.  Thereafter, Employee shall be eligible to receive
benefits provided by RCC under the provisions of disability insurance coverage
in effect for RCC employees.  Upon returning to active full-time employment, the
Employee's full compensation as set forth in this Agreement shall be reinstated
as of the date of commencement of such activities.  In the event that the
Employee returns to active employment on other than a full-time basis, then his
compensation (as set forth in Paragraph 2 of this Agreement) shall be reduced in
proportion to the time spent in said employment, or as shall otherwise be agreed
to by the parties.

    11.  CHANGE IN CONTROL.

              (a)  Notwithstanding any provision herein to the contrary,
         in the event of the involuntary termination of Employee's
         employment under this Agreement, absent Just Cause, in connection
         with, or within twelve (12) months after, any change in control
         of RCC, Employee shall be paid an amount equal to the
                                       -4-

<PAGE>

         product of 2.99 times the Employee's "base amount" as defined in 
         Section 280G(b)(3) of the Internal Revenue Code of 1986, as amended 
         (the "Code") and regulations promulgated thereunder.  Said sum shall
         be paid, at the option of Employee, either in one (1) lump sum
         within thirty (30) days of such termination discounted to the
         present value of such payment using as the discount rate the
         "prime rate" as published in the WALL STREET JOURNAL EASTERN
         EDITION as of the date of such payment, or in periodic payments
         over the next 36 months or the remaining term of this Agreement
         whichever is less, as if Employee's employment had not been
         terminated, and such payments shall be in lieu of any other
         future payments which the Employee would be otherwise entitled to
         receive under Section 9 of this Agreement.  Notwithstanding the
         forgoing, all sums payable hereunder shall be reduced in such
         manner and to such extent so that no such payments made hereunder
         when aggregated with all other payments to be made to the
         Employee by RCC shall be deemed an "excess parachute payment" in
         accordance with Section 280G of the Code, or any successor
         provision, and be subject to the excise tax provided at Section
         4999(a) of the Code.  The term "change in control" shall be
         defined as set forth in the 1995 Stock Compensation Plan, which
         is incorporated herein by reference.

              (b)  Notwithstanding any other provision of this Agreement
         to the contrary, Employee may voluntarily terminate his
         employment under this Agreement within twelve (12) months
         following a change in control of RCC, and Employee shall
         thereupon be entitled to receive the payment described in Section
         11(a) of this Agreement, upon the occurrence, or within ninety
         (90) days thereafter, of any of the following events, which have
         not been consented to in advance by the Employee in writing:  (i)
         if Employee would be required to move his personal residence or
         perform his principal executive functions more than fifty miles
         from the Employee's primary office immediately prior to the
         change in control; (ii) if in the organizational structure of RCC
         Employee would be required to report to a person or persons other
         than the Chief Executive Officer; (iii) if RCC should fail to
         maintain Employee's base compensation in effect as of the date of
         the Change in Control and the existing material fringe benefit,
         stock option, performance incentive and retirement plans; (iv) if
         Employee would be assigned duties and responsibilities other than
         those normally associated with his position as referenced at
         Section 1, herein; or (v) if Employee's responsibilities or
         authority have in any way been materially diminished or reduced.

    12.  NON-COMPETITION AGREEMENT.

         (a)  TERM.  During the term of the Agreement and for the period
         ending one (1) year after the voluntary or involuntary
         termination of this Agreement, Employee agrees that he will not,
         without RCC's prior written consent, directly or indirectly,
         within the service areas served by RCC at the time of
         termination, lend his credit, advice or assistance, or engage in
         any activity or act in any manner, including but not limited to,
         as an individual, owner, sole proprietor, founder, associate,
         promoter, partner, joint venturer, 
                                      -5-
<PAGE>

         shareholder other than as a less than five percent (5%) shareholder of 
         a publicly traded corporation, officer, director, trustee, manager, 
         employer, employee, licensor, licensee, licensor, licensee, principal,
         agent, salesman, broker, representative, consultant, advisor,
         investor or otherwise, for the purpose of establishing, operating
         or managing any business or entity that is engaged in activities
         competitive with the business of the Company as carried on as of
         the date of termination.

              (b)  NON-SOLICITATION AGREEMENT.  As used in this Agreement,
         the term "Person" means any individual, corporation, joint
         venture, general or limited partnership, association or other
         entity.  During the period of one (1) year from and after the
         date of termination, Employee agrees that he will not, whether
         for his own account or for the account of any other Person,
         directly or indirectly interfere with the Company's relationship
         with or endeavor to divert or entice away from the Company any
         Person who or which at any time during the term of Employee's
         employment by RCC is or was an employee or customer of or in the
         habit of dealing with RCC.

              (c)  REASONABLENESS OF COVENANTS.  Employee acknowledges and
         agrees that the geographic scope and period of duration of the
         restrictive covenants contained in this Agreement are both fair
         and reasonable and that the interests sought to be protected by
         the Company are legitimate business interests entitled to be
         protected.

         (d)  INJUNCTIVE RELIEF; ATTORNEYS' FEES.  The parties agree that
         the remedy of damages at law for the breach by Employee of any of
         the covenants contained in this Section 12 is an inadequate
         remedy.  In recognition of the irreparable harm that a violation
         by Employee of any of the covenants, agreements or obligations
         arising under this Agreement would cause RCC, Employee agrees
         that in addition to any other remedies or relief afforded by law,
         an injunction against an actual or threatened violation or
         violations may be issued against him and every other Person
         concerned thereby, it being the understanding of the parties that
         both damages and an injunction shall be proper modes of relief
         and are not to be considered alternative remedies.  In the event
         of any such an actual or threatened violation, Employee agrees to
         pay the costs, expenses and reasonable attorneys' fees incurred
         by the Company in pursuing any of its rights with respect to such
         actual or threatened violation, in addition to the actual damages
         sustained by the Company as a result thereof.

              (e)  COMPENSATION.  In the event that Employee's employment
         has terminated and Employee is not entitled to receive payment
         under Sections 10 or 11 of this Agreement, to compensate Employee
         for the restrictive covenants contained in this Agreement, RCC
         agrees to pay Employee the sum of Sixty Thousand and 00/100
         Dollars ($60,000.00).  One-half of this amount is payable in
         equal monthly payments commencing on the last day of the month
         following termination and continuing thereafter on the last day
         of each and every month 
                                      -6-

<PAGE>

         until the end of the period stated in Section 12(a) and one-half at 
         the end of the period stated in Section 12(a).

              In the event that Employee shall breach any of his
         covenants, agreements or obligations arising under this
         Agreement, RCC shall have the right to discontinue making the
         payments to Employee provided for herein unless and until
         Employee has cured any such existing breaches.
         
              (f)  RCC may waive the restrictions on employee imposed in
         Section 12.  In the event of such waiver, RCC shall not be
         obligated to make the payments set forth in Section 12(e)
         provided that, in the event of a voluntary termination by
         Employee, RCC shall give notice of such waiver to Employee within
         twenty (20) days of the receipt of the notice of termination by
         Employee.

    13.  SUCCESSORS AND ASSIGNS.

              (a)  This Agreement shall inure to the benefit of and be
         binding upon any corporation or other successor of RCC which
         shall acquire, directly or indirectly, by merger, consolidation,
         purchase or otherwise, all or substantially all of the assets or
         stock of RCC.

              (b)  Since RCC is contracting for the unique and personal
         skills of the Employee, the Employee shall be precluded from
         assigning or delegating his rights or duties hereunder without
         first obtaining the written consent of RCC.

    14.  AMENDMENTS.  No amendments or additions to this Agreement shall be
binding upon the parties hereto unless made in writing and signed by both
parties, except as herein otherwise specifically provided.

    15.  APPLICABLE LAW.  This Agreement shall be governed by all respects
whether as to validity, construction, capacity, performance or otherwise, by the
laws of the State of Minnesota, except to the extent that Federal law shall be
deemed to apply.

    16.  SEVERABILITY.  The provisions of this Agreement shall be deemed
severable and the invalidity or unenforceability of any provision shall not
affect the validity or enforceability of the other provisions hereof.

    17.  ARBITRATION.  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 rules then in effect of the district office of the American
Arbitration Association ("AAA") nearest to the home office of RCC, and judgment
upon the award rendered may be entered in any court having jurisdiction thereof,
except to the extent that the parties may otherwise reach a mutual settlement of
such issue.  RCC shall incur the cost of all fees and expenses associated with
filing a request for arbitration with the AAA, whether such filing is made on
behalf of RCC or the Employee, and the costs and administrative fees associated
with employing the arbitrator and related administrative 
                                      -7-
<PAGE>

expenses assessed by the AAA.  If the parties cannot mutually agree on an 
arbitrator, each party shall select an arbitrator and those two arbitrators 
shall select a third arbitrator and the third arbitrator shall conduct the 
arbitration.  Otherwise, each party shall pay its own costs and expenses, 
including reasonable attorneys' fees, arising from such dispute, proceedings 
or actions, notwithstanding the ultimate outcome thereof, upon delivery of a 
final judgment or settlement of the dispute.

    18.  ENTIRE AGREEMENT.  This Agreement, together with any understanding or
modifications thereof as agreed to in writing by the parties, shall constitute
the entire agreement between the parties hereto, and shall supersede all prior
understandings in writing or otherwise between the parties.


                                         RURAL CELLULAR CORPORATION

ATTEST:                                  /s/   Richard P. Ekstrand
                                        -----------------------------------
                                         By:  Richard P. Ekstrand
                                              President/Chief Executive Officer

-----------------------------------
Secretary


WITNESS:      

    /s/   Nancy A. Gilbertson              /s/   Scott Donlea
-----------------------------------      -----------------------------------
                                          Scott Donlea











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