**EXHIBIT 10.2**

**MUTUAL GENERAL RELEASE**

ThisMutual General Release is made and entered into as of the 30th day of June,2006 (the “Separation Date”), by and between John Edward Duffy (hereinafter “Executive”)and Hickory Tech Corporation and its subsidiaries or affiliates (hereinaftercollectively referred to as the “Company”).

***WHEREAS,***Executiveand Company are parties to a Separation Agreement and Mutual General Releasedated June 2, 2006 (hereinafter, the “Agreement”);

***WHEREAS,***Executiveand Company mutually intend to settle any and all claims that each may haveagainst the other as a result of any act, occurrence, decision or omissionoccurring subsequent to the signing of the Agreement and prior to the signingof this Mutual General Release, including, but not limited to, any matter orfact arising out of the events giving rise to the Agreement or this MutualGeneral Release;

***WHEREAS,***under theterms of the Agreement, which Executive agrees is fair and reasonable,Executive promised to enter into this Mutual General Release as a conditionprecedent to the separation payments and benefits conferred under the Agreementand the Company, in turn, promised to enter into this Mutual General Release aswell;

***NOW, THEREFORE,***inconsideration of the provisions and the mutual covenants contained herein, theparties agree as follows:

1.             Release of Claims by Executive.Executive and the Company intend to settle any and all claims that Executivemay have against the Company as a result of the Company’s hiring of Executive,Executive’s employment with the Company, Executive’s compensation whileemployed with the Company, and the termination of Executive’s employment withthe Company. Executive agrees that in exchange for the Company’s promises inthe Agreement and in exchange for the consideration to be paid to Executive bythe Company as described in the Agreement, as well as his continuing employmentthrough the Separation Date, Executive, on behalf of himself and his heirs,successors and assigns, hereby releases and forever discharges the Company, itspredecessors, successors, assigns, parent companies, affiliates, subsidiaries,and related companies, and their respective officers, directors, shareholders,agents, employees, and insurers (the “Released Parties”), from all liabilityfor damages and from all claims that Executive may have against the ReleasedParties arising from or relating to the Company’s hiring of Executive,Executive’s compensation while employed with the Company, Executive’semployment with the Company, the termination of Executive’s employment with theCompany, and any other actions, decisions, alleged omissions, or eventsoccurring on or prior to the Separation Date.

A.            Executive understands and agreesthat his release of claims in this Agreement includes, but is not limited to,any claims he may have under Title VII of the Federal Civil Rights Act of 1964,as amended; the Americans with Disabilities Act, the Equal Pay Act, the FairLabor Standards Act, the Employee Retirement and Income Security Act, the Age

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Discrimination inEmployment Act, the Family and Medical Leave Act, the Minnesota Human RightsAct, or any other federal, state, or local statute, ordinance, or law.

B.            Executive also understands that heis giving up all other claims, whether grounded in contract or tort theories,including, but not limited to, wrongful discharge, violation of Minn. Stat. §176.82, breach of contract, tortious interference with contractual relations, promissoryestoppel, detrimental reliance, breach of the implied covenant of good faithand fair dealing, breach of express or implied promise, breach of manuals orother policies, breach of fiduciary duty, assault, battery, fraud, invasion ofprivacy, intentional or negligent misrepresentation, defamation, including libel,slander, discharge defamation and self-publication defamation, discharge inviolation of public policy, whistleblower, intentional or negligent inflictionof emotional distress, or any other theory, whether legal or equitable.

C.            Executive agrees that he will notinstitute any lawsuit against the Released Parties arising from or relating tothe Company’s hiring of Executive, Executive’s employment with the Company,Executive’s compensation while employed with the Company, the termination ofExecutive’s employment with the Company, or any other actions, decisions, allegedomissions, or events occurring prior to Executive’s signing of this Agreement.

D.            To the extent required by law,nothing contained in this Mutual General Release will be interpreted to preventExecutive from filing a charge with a governmental agency or participating inor cooperating with an investigation conducted by a governmental agency. However,Executive agrees that he is waiving the right to monetary damages or otherindividual legal or equitable relief awarded as a result of any such proceedingrelated to any claim against the Released Parties arising from or relating tothe Company’s hiring of Executive, Executive’s employment with the Company,Executive’s compensation while employed with the Company, the termination ofExecutive’s employment with the Company, or any other actions, decisions, allegedomissions, or events occurring on or prior to the Separation Date.

E.             Notwithstanding any of theforegoing, this Mutual General Release shall not apply with respect to anyrights or claims which Executive may have under the terms of the Agreementitself or to any rights or benefits Executive may have related to vestedaccrued benefits under the terms of the Company’s benefit plans or to theExecutive’s right to be indemnified by the Company pursuant to the terms of itsbylaws and applicable law.

F.             Executive may revoke his release ofclaims, insofar as it extends to potential claims under the Age Discriminationin Employment Act and/or the Minnesota Human Rights Act, by informing the Companyof his intent to revoke his release within fifteen (15) calendar days followinghis execution of this Agreement. Executive understands that any such revocationmust be stated in writing and delivered by hand or by certified mail-returnreceipt requested within the fifteen (15) day period to Mary Jacobs, VicePresident of Human Resources, Hickory Tech Corporation, 221 East HickoryStreet, P.O. Box 3248, Mankato, Minnesota 56002-3248. If Executive exerciseshis right to revoke or rescind, the Company may, at its option, either nullifythe Agreement in its entirety, or keep it in effect in all respects other thanas to that portion of Executive’s release of claims that he has revoked orrescinded. Executive understands that, if the Company chooses to nullify theAgreement in its entirety, the Company will have no obligations under theAgreement to Executive or to others whose rights derive from Executive,

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and Executive will berequired to repay to the Company any payments made to him or any benefitsconferred upon him pursuant to the Agreement prior to the date of hisrevocation or rescission.

G.            Executive acknowledges that theAgreement shall not become effective or enforceable until the revocation periodidentified above has expired without notice of revocation having been made.

2.             Release of Claims by Company.The Company unconditionally releases and discharges Executive, his agents,heirs, and representatives from any and all claims, demands, actions, liability,damages or rights of any kind arising out of or resulting from any matter, factor thing occurring prior to the Separation Date. Notwithstanding any of theforegoing, the Company’s release of claims shall not apply with respect to anyrights or claims which the Company may have under the terms of this Agreementor to any claims which the Company may have as a result of any regulatory orcompliance matters or claims brought by third parties on the basis of any factsor circumstances not previously disclosed by Executive to the Board of Directorsof the Company. Executive warrants and represents that he has not engaged inany activities during his employment with the Company that he reasonablybelieves would constitute a regulatory or compliance violation or provide thebasis for a third party claim against the Company.

3.             This Mutual General Release shallbe binding upon, and insure to the benefit of, Executive and the Company andtheir respective successors and permitted assigns.

4.             Executive hereby acknowledges andstates that he has read this Mutual General Release and the Agreement and thathe has been advised to consult with an attorney prior to signing this MutualGeneral Release. Executive further represents that he has had adequate time toconsider the terms of this Mutual General Release as well as those of theAgreement, that they are both written in language which is understandable tohim, that he fully appreciates the meaning of the terms of this Mutual GeneralRelease, and that he enters into this Mutual General Release freely andvoluntarily.

***IN WITNESS WHEREOF,***Executiveand the Company, after due consideration and consultation, have authorized,executed, and delivered this Mutual General Release all as of the date firstabove written.
|   | /s/ John Edward Duffy     |                  |
|--------|---------------------------|-----------------------|
|   | John Edward  Duffy        |                  |
|   |                      |                  |
|   |                      |                  |
|   | Hickory Tech  Corporation |                  |
|   |                      |                  |
|   | By                        | /s/ Starr J.  Kirklin |   |
|   |                      |                  |   |
|   | Its                       | Chairman              |   |

 

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