FIRST AMENDMENT TO
               CONTRACT FOR ALASKA ACCESS SERVICES


     This FIRST AMENDMENT to the CONTRACT FOR ALASKA ACCESS
SERVICES is made as of this first day of March, 1996, between
GENERAL COMMUNICATION, INC. ("GCI") with offices located at 2550
Denali Street, Suite 1000, Anchorage, Alaska  99503-2781, and MCI
TELECOMMUNICATIONS CORPORATION ("MCI") with offices located at
1801 Pennsylvania Avenue, N.W., Washington, DC 20006.

WHEREAS, GCI and MCI entered into a Contract For Alaska Access
Services, effective as of January 1, 1993, and

WHEREAS, GCI and MCI desire to amend the Contract,

NOW, THEREFORE, for good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, GCI and MCI
agree as follows:

1.   Paragraph 2.B.(2) of the Contract shall be deleted and the
     following inserted in its place:

     (2)  MCI SOUTHBOUND TRAFFIC.  MCI Southbound Traffic (except
          for MCI Alaska Originated Traffic) shall be charged at
          the following rates per minute in the appropriate
          periods:

                      Date                Rate in Dollars
                      ----                ---------------
                      January 1, 1996            .17

                      June 1, 1996               .164

                      January 1, 1997            .159

                      January 1, 1998            .154

                      January 1, 1999 
                        and thereafter           .149

     There shall be no time of day discount.  GCI shall pay the
     Alaska exchange access and the Alascom interexchange charges
     for MCI Southbound Traffic.  Any query charges associated
     with the routing of MCI Southbound Traffic, due to FCC Docket
     #86-10, will be passed on to MCI.

2.   Paragraph 3 of the Contract shall be deleted and the
     following inserted in its place:

                          CGI CONFIDENTIAL
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     3.  TERM.  Except for MCI Alaska Originated Traffic,
         services provided pursuant to Section 2.A shall be a
         term of five (5) years beginning April 1, 1996 and 
         ending March 31, 2001.  The term shall be automatically 
         extended for ten one (1) year periods through and including 
         March 31, 2011 unless either party elects to cancel the 
         renewal periods by giving written notice of non-renewal at 
         least one year prior to the commencement of any renewal term.
         The services for MCI Alaska Originated traffic shall be for 
         a term of seven (7) years upon the issue of the first ASR 
         authorizing the turn up of a serving area.  The term 
         for MCI Alaska Originated Traffic shall be automatically 
         extended for eight one (1) year periods through and including 
         March 31, 2011 unless either party elects to cancel the renewal
         periods by giving written notice of non-renewal at least one 
         year prior to the commencement of any renewal term.

3. All other terms and conditions of the contract remain
   unchanged by this Amendment and are in full force and effect.

4. This Amendment will be effective on April 1, 1996.

5. This Amendment together with the Contract is the complete
   agreement of the parties and supersedes all other prior
   contracts and representations concerning its subject matter.
   Any further amendments must be in writing and signed by both
   parties.

IN WITNESS WHEREOF, the parties hereto each acting with proper
authority have executed this Amendment of the date indicated
below.

MCI TELECOMMUNICATIONS           GENERAL COMMUNICATION, INC.
CORPORATION

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Authorized Signature             Authorized Signature


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Print Name and Title             Print Name and Title


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Date                             Date

                          CGI CONFIDENTIAL
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