FIRST AMENDMENT TO
               CONTRACT FOR ALASKA ACCESS SERVICES


     This FIRST AMENDMENT to the CONTRACT FOR ALASKA ACCESS
SERVICES is made as of this 7th day of August, 1996, between 
GENERAL COMMUNICATION, INC. ("GCI") with offices located at 
2550 Denali Street, Suite 1000, Anchorage, Alaska 99503-2781, 
and SPRINT COMMUNICATIONS COMPANY L.P., a Delaware
Limited Partnership, ("Sprint") with offices located at 3100
Cumberland Circle, Atlanta, Georgia  30339.

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

WHEREAS, GCI and Sprint desire to amend the Contract,

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

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

     (2)  SPRINT SOUTHBOUND TRAFFIC.  Sprint Southbound Traffic
          (except for Sprint 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 Sprint Southbound Traffic.  Any query charges associated
     with the routing of sprint southbound Traffic, due to FCC
     Docket #86-10, will be passed on to Sprint.

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 Sprint Alaska Originated Traffic,
          services provided pursuant to Section 2.A shall be a
          term of three (3) years beginning July 1, 1996 and 
          ending June 30, 1999.  The term shall be automatically 
          extended for two (2) one (1) year periods through and 
          including June 30, 2001 unless either party elects to 
          cancel the renewal periods by giving written notice of 
          non-renewal at least 180 days 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 July 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. 

SPRINT COMMUNICATIONS             GENERAL COMMUNICATION, INC.
COMPANY

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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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