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                                                                   EXHIBIT 10.14


                                  AMENDMENTS TO
                                SPECTRASITE, INC.
                           EXECUTIVE SEVERANCE PLAN B


       1.     Modifications to Section 2 of the B Severance Plan.

              (a)    Subsection 2(e)(iii) of the B Severance Plan is deleted in
its entirety and replaced with the following:

              "(iii) the merger or consolidation of the Company with or into
              another person or the merger of another person with or into the
              Company, other than a transaction following which the holders of
              securities that represented 100% of the aggregate voting power of
              the Voting Stock of the Company immediately prior to such
              transaction own, directly or indirectly, at least a majority of
              the aggregate voting power of the Voting Stock of the surviving
              person immediately after such transaction in substantially the
              same proportion that such holders held the aggregate voting power
              of the Voting Stock of the Company immediately prior to such
              transaction; or".

              (b)    Section 2(j) of the B Severance Plan is deleted in its
entirety and replaced with the following:

              "(j) 'Participant' means any employee of the Company or any of its
              controlled Affiliates designated in writing by the Company as a
              Participant in this Plan in accordance with authorization from the
              Board".

              (c)    Section 2(k) of the B Severance Plan is deleted in its
entirety and replaced with the following:

              "(k) 'Permitted Holders' means Apollo Management V L.P., Capital
              Research and Management Company, Conseco Capital Management,
              Fidelity Management & Research Co. and Oaktree Capital Management
              LLC and any investment fund or account managed by any of the
              foregoing.".

       2.     Modifications to Section 4 of the B Severance Plan.

              (a)    Subsections 4(a)(i) and 4(b)(i) of the B Severance Plan are
deleted in their entirety and each is replaced with the following:

              "(i) the Company shall make a lump-sum payment to such Participant
              equal to the sum of (x) any earned but unpaid salary due to the
              Participant and (y) the excess of (A) the Bonus Amount multiplied
              by a fraction, the numerator of which is the number of days
              occurring in the fiscal year


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              during which such termination occurs prior to the date of such
              termination and the denominator of which is 365, minus (B) the
              aggregate amount of any quarterly bonus payments previously made
              to the Participant during the then current calendar year, and such
              lump-sum payment shall be made on the date on which such a payment
              would have otherwise been paid to the Participant in accordance
              with the Company's or, if applicable, its Affiliate's, standard
              payroll schedule, unless an earlier payment is required by law;".

              (b)    Subsection 4(a)(iii) of the B Severance Plan is deleted in
its entirety and is replaced with the following:

              "(iii) (x) the Company shall continue to provide the Participant
              (and the Participant's dependents, if applicable) during the
              eighteen (18) month period following such termination with the
              same level of medical, dental, accidental death and dismemberment
              and basic life insurance benefits upon substantially the same
              terms and conditions (including contributions required by the
              Participant for such benefits) as existed immediately prior to
              such termination; provided, however, that, if the Participant
              becomes reemployed with another employer and becomes eligible to
              receive any such benefits from such employer, the applicable
              benefits described herein shall be secondary to such benefits
              during the period of the Participant's eligibility, but only to
              the extent that the Company reimburses the Participant for any
              increased cost and provides any additional benefits necessary to
              provide the Participant with the benefits to which the Participant
              would otherwise be entitled under this Section 4(a)(iii);
              provided, further however, that, during such eighteen (18) month
              period, the Company shall not be responsible for providing the
              Participant with disability insurance or any coverage related to
              any voluntary insurance plans, such as group voluntary life
              insurance or salary income protection, which may be made available
              by the Company from time to time; and

              "(y) Medical and dental benefits shall be provided, and the
              Company's obligation to provide such benefits satisfied, by the
              Participant electing continuation coverage pursuant to the
              Consolidated Omnibus Budget Reconciliation Act of 1986 ("COBRA")
              and the Company paying for the amount of the premiums associated
              with such COBRA coverage either, at the election of the Company,
              by direct payment or by reimbursement of premiums paid by the
              Participant."

              (c)    Subsection 4(b)(iii) of the B Severance Plan is hereby
deleted in its entirety and is replaced with the following:

              "(iii) (x) the Company shall continue to provide the Participant
              (and the Participant's dependents, if applicable) during the
              twenty-four (24) month period following such termination with the
              same level of medical, dental, accidental death and dismemberment
              and basic life insurance benefits


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              upon substantially the same terms and conditions (including
              contributions required by the Participant for such benefits) as
              existed immediately prior to such termination; provided, however,
              that, if the Participant becomes reemployed with another employer
              and becomes eligible to receive any such benefits from such
              employer, the applicable benefits described herein shall be
              secondary to such benefits during the period of the Participant's
              eligibility, but only to the extent that the Company reimburses
              the Participant for any increased cost and provides any additional
              benefits necessary to provide the Participant with the benefits to
              which the Participant would otherwise be entitled under this
              Section 4(b)(iii); provided, further however, that, during such
              twenty-four (24) month period, the Company shall not be
              responsible for providing the Participant with disability
              insurance or any coverage related to any voluntary insurance
              plans, such as group voluntary life insurance or salary income
              protection, which may be made available by the Company from time
              to time.

              "(y) Medical and dental benefits shall be provided, and the
              Company's obligation to provide such benefits satisfied, during
              the eighteen (18) month period following such termination by the
              Participant electing continuation coverage pursuant to COBRA and
              the Company paying for the amount of the premiums associated with
              such COBRA coverage either, at the election of the Company, by
              direct payment or by reimbursement of premiums paid by the
              Participant."

       3.     Modifications to Section 6 of the B Severance Plan. Section 6 of
              the B Severance Plan is deleted in its entirety and replaced with
              the following:

              "6.    RELEASE, NON-COMPETE AND CONFIDENTIALITY; TERMINATION OF
              PAYMENTS AND BENEFITS

              "(a)   Release. The Company's obligation to make any payments or
              to provide any benefits to any Participant under the Plan is
              contingent upon such Participant executing and delivering to the
              Company a general release of all claims, causes of actions,
              damages, liabilities and demands the Participant may have against
              the Company, its Affiliates, and their respective officers,
              directors, employees and shareholders, in such form as the Company
              may request. Notwithstanding anything herein to the contrary, the
              payment of the salary and benefits to any Participant provided for
              in Subsections 4(b)(ii) and (iii) and 4(c)(ii) and (iii) shall not
              commence until execution and delivery of such release by such
              Participant to the Company and after the expiration of any
              revocation periods required by law allowing the Participant to
              revoke such release.

              "(b)   Non-Complete and Confidentiality. The Company's obligation
              to make any payments or to provide any benefits to any Participant
              under the Plan is contingent upon such Participant executing and
              delivering to the


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              Company, upon being designated as a Participant under the Plan,
              (i) a non-competition agreement whereby Participant agrees not to
              compete with the Company or any of its Affiliates, interfere with
              their operations or solicit the Company's or any of its
              Affiliates' employees, in each case for a period equal to the
              length of time the Participant is entitled to receive payments or
              benefits under the Plan, and (ii) a confidentiality agreement
              whereby the Participant agrees not to disclose or use for the
              Participant's own benefit any information deemed to be
              confidential and/or proprietary by the Company, such
              non-competition agreement and confidentiality agreement each to be
              effective upon a Qualifying Termination of Participant's
              employment with the Company and to be in such form as the Company
              may request. Notwithstanding anything herein to the contrary, the
              payment of the salary and benefits to any Participant provided for
              in Subsections 4(b)(ii) and (iii) and 4(c)(ii) and (iii) shall not
              commence until execution and delivery of such non-competition
              agreement and confidentiality agreement by such Participant to the
              Company.

              "(c)   Termination of Payments and Benefits. The Company shall
              have no further obligation under the Plan to make payments or
              provide benefits to any Participant who materially breaches any
              release or non-competition, non-solicitation, confidentiality or
              similar agreement between such Participant and the Company or any
              of its Affiliates."












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