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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549




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FORM 10-Q/A


Amendment No. 1


(Mark One)



|x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
|- | ---------------------------------------------------------------------------------------

For the quarterly period ended June 30, 2002

OR



|o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------------

For the transition period from ________________to _______________

ALASKA COMMUNICATIONS SYSTEMS HOLDINGS, INC.

(Exact name of registrant as specified in its charter)




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|                                                               |  |                                     
|-------------------------------------------------------------- |  | ------------------------------------
|Delaware                                                       |  | 91-1921377                          
|(State or Other Jurisdiction
of Incorporation or Organization) |  | (I.R.S. Employer
Identification No.)

600 Telephone Avenue, Anchorage, Alaska 99503

(Address of Principal Executive Offices) (Zip Code)


Registrants Telephone Number, Including Area Code: (907) 297-3000



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Former name, former address and former three months, if changed since last report:Not Applicable

Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

Yes x   No o

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13, or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.

Yes o   No o

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuers classes of
common stock, as of the last practicable date.

DOCUMENTS INCORPORATED BY REFERENCE

None


EXPLANATORY NOTE

This Amendment No. 1 to form 10-Q for the Quarter Ended June 30, 2002 is filed
for the sole purpose of filing as Exhibits 99.1 and 99.2 hereto the financial
report certification required by Section 906 of the Sarbanes-Oxley Act of 2002.



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|             |                                           |  |  |  |  |  |  | 
|------------ | ----------------------------------------- |  |  |  |  |  |  | 
|             | ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
|SIGNATURES  
|EXHIBIT 99.1
|EXHIBIT 99.2



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TABLE OF CONTENTS

|           |  |                                  |  |  |   |        |   | 
|---------- |  | -------------------------------- |  |  | - | ------ | - | 
|           |  |                                  |  |  |   | Page  
|           |  |                                  |  |  |   | Number
|           |  |                                  |  |  |   |       
|PART II    |  | Other Information                |  |  |   |       
|Item 6     |  | Exhibits and Reports on Form 8-K |  |  | 3 |       
|Signatures |  |                                  |  |  |   |        | 4 | 

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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

(a) Exhibits:

|      |  |                                                                                                                                                                
|----- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------
|10.12 |  | Amendment and waiver, dated as of June 27, 2002 to the
Credit Agreement listed as Exhibit No. 10.3*                                                            
|     
|     
|     
|     
|99.1  |  | Certification of Charles R. Robinson, Chief Executive
Officer, pursuant to 18 U.S.C. Section 1350, as adopted to Section
906 of The Sarbanes-Oxley Act of 2002.
|     
|     
|     
|     
|99.2  |  | Certification of Kevin P. Hemenway, Chief Financial Officer,
pursuant to 18 U.S.C. Section 1350, as adopted to Section 906 of The
Sarbanes-Oxley Act of 2002.  
|     
|     
|     
|     
|*     |  | Previously filed as an exhibit to the Registrants 10-Q for
the quarterly period ended June 30, 2002 filed on July 31, 2002.                                   

(b)  Reports on Form 8-K:

No reports on Form 8-K were filed during the quarter ended June 30, 2002.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report on Form 10-Q to be signed on its behalf
by the undersigned, thereunto duly authorized.

|                     |                                             
|-------------------- | --------------------------------------------
|Date: August 2, 2002 | ALASKA COMMUNICATIONS SYSTEMS HOLDINGS, INC.

| |  |                                                                                                   
| |  | --------------------------------------------------------------------------------------------------
| |  | /s/ Charles E. Robinson                                                                           
| |  |                                                                                                   
| |  | Charles E. Robinson
Chief Executive Officer and
Chairman of the Board                             
|
| |  | /s/ Wesley E. Carson                                                                              
| |  |                                                                                                   
| |  | Wesley E. Carson
President and
Chief Administrative Officer                                       
|
| |  | /s/ Kevin P. Hemenway                                                                             
| |  |                                                                                                   
| |  | Kevin P. Hemenway
Senior Vice President and
Chief Financial Officer
(Principal Accounting Officer)

4