FORM 3 U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
OMB APPROVAL
OMB Number: 3235-0104
Expires: April 30, 1997
Estimated average burden
hours per response.....0.5
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935 or Section
30 (f) of the Investment Company Act of 1940
<TABLE>
<CAPTION>
<S> <C> <C> <C>
1. Name and Address of Reporting Person 2. Date of Event Re- 4. Issuer name and ticker or trading symbol
quiring Statement General Communication, Inc. GNCMA
(Month/Day/Year) __________________________________________
BancBoston Capital, Inc.(Designated Filer) October 31, 1996
(Last) (First) (Middle) 3. IRS or Social Security 5. Relationship of Reporting Person to Issuer 6.If Amendment,
100 Federal Street Number of Reporting (Check all applicable) Date of
(Street) Person (Voluntary) Director 10% Owner Original
Boston MA 02110 Officer (give X Other(specify) (Month/Day/Year)
(City) (State) (Zip) title below)
See Attachment A
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C>
TABLE I - NON-DERIVATIVE SECURITIES BENEFICIALLY OWNED
1. Title of Security 2. Amount of Securities 3. Ownership 4. Nature of Indirect Beneficial Ownership
(Instr. 4) Beneficially Owned Form: Direct (Instr. 5)
(Instr. 4) (D) or Indirect
(I) (Instr. 5)
General Communication, Inc. 976,017 Class A Common Stock D
</TABLE>
- --------------------------------------------------------------------------------
Reminder: Report on a separate line for each class of securities
beneficially owned directly or indirectly. (Over)
(Print or Type Response) Page 1 of 6 SEC 1473(8/92)
FORM 3 (CONTINUED)TABLE II - DERIVATIVE SECURITIES BENEFICIALLY OWNED (E.G.,
PUTS, CALLS, WARRANTS, OPTIONS, CONVERTIBLE SECURITIES)
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
1. Title of Derivative Security 2. Date Exer- 3. Title and Amount of Securities 4. Conver- 5. Owner- 6. Nature of
(Instr. 4) cisable and Underlying Derivative Security sion or ship Indirect Bene-
Expiration (Instr. 4) Exercise Form of ficial
Date Price of Derivative Ownership
(Month/Day/ Deriva- Security: (Instr.5)
Year) tive Direct (D)
Security or Indirect
Date Expira- (I)
Exer- tion Amount (Instr.5)
cisable Date or
Title Number
of
Shares
- ---------------------------------------------------- ------------- ------------
</TABLE>
Explanation of Responses:
**Intentional misstatements or omissions of
facts constitute Federal Criminal
Violations.
_________________________________ _____________
See 18 U.S.C. 1001 **Signature of Reporting Person Date
and 15 U.S.C 78ff(a).
Note: File three copies of this Form, one of which must be manually signed.
If space provided is insufficient, see Instruction 6 for procedure.
Page 2 of 6
<PAGE>
FORM 3 U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
OMB APPROVAL
OMB Number: 3235-0104
Expires: April 30, 1997
Estimated average burden
hours per response.....0.5
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934,
Section 17(a) of the Public Utility Holding Company Act of 1935 or Section
30 (f) of the Investment Company Act of 1940
<TABLE>
<CAPTION>
<S> <C> <C> <C>
1. Name and Address of Reporting Person 2. Date of Event Re- 4. Issuer name and ticker or trading symbol
quiring Statement General Communication, Inc. GNCMA
(Month/Day/Year) __________________________________________
BancBoston Investments, Inc. October 31, 1996
(Last) (First) (Middle) 3. IRS or Social Security 5. Relationship of Reporting Person to Issuer 6.If Amendment,
100 Federal Street Number of Reporting (Check all applicable) Date of
(Street) Person (Voluntary) Director 10% Owner Original
Boston MA 02110 Officer (give X Other(specify) (Month/Day/Year)
(City) (State) (Zip) title below)
See Attachment A
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C>
TABLE I - NON-DERIVATIVE SECURITIES BENEFICIALLY OWNED
1. Title of Security 2. Amount of Securities 3. Ownership 4. Nature of Indirect Beneficial Ownership
(Instr. 4) Beneficially Owned Form: Direct (Instr. 5)
(Instr. 4) (D) or Indirect
(I) (Instr. 5)
General Communication, Inc. 17,882 Class A Common Stock D
</TABLE>
- --------------------------------------------------------------------------------
Reminder: Report on a separate line for each class of securities
beneficially owned directly or indirectly. (Over)
(Print or Type Response) Page 3 of 6 SEC 1473(8/92)
FORM 3 (CONTINUED)TABLE II - DERIVATIVE SECURITIES BENEFICIALLY OWNED (E.G.,
PUTS, CALLS, WARRANTS, OPTIONS, CONVERTIBLE SECURITIES)
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
1. Title of Derivative Security 2. Date Exer- 3. Title and Amount of Securities 4. Conver- 5. Owner- 6. Nature of
(Instr. 4) cisable and Underlying Derivative Security sion or ship Indirect Bene-
Expiration (Instr. 4) Exercise Form of ficial
Date Price of Derivative Ownership
(Month/Day/ Deriva- Security: (Instr.5)
Year) tive Direct (D)
Security or Indirect
Date Expira- (I)
Exer- tion Amount (Instr.5)
cisable Date or
Title Number
of
Shares
- ---------------------------------------------------- ------------- ------------
</TABLE>
Explanation of Responses:
**Intentional misstatements or omissions of
facts constitute Federal Criminal
Violations.
_________________________________ _____________
See 18 U.S.C. 1001 **Signature of Reporting Person Date
and 15 U.S.C 78ff(a).
Note: File three copies of this Form, one of which must be manually signed.
If space provided is insufficient, see Instruction 6 for procedure.
Page 4 of 6
<TABLE>
<CAPTION>
<S> <C> <C>
Reporting Person
and Designated Filer: Date of Event Requiring Statement: Issuer Name and Ticker Symbol:
- --------------------- ---------------------------------- ------------------------------
BancBoston Capital, Inc. October 31, 1996 GNCMA
100 Federal Street
Boston, MA 02110
</TABLE>
- --------------------------------------------------------------------------------
ATTACHMENT A
(1) BancBoston Capital, Inc. and BancBoston Investments, Inc. are subject to a
Voting Agreement (the "Agreement") whereby the parties to such agreement have
agreed to vote all shares of Class A Common Stock and Class B Common Stock (to
the extent owned by a party) for certain nominees to the Board of Directors of
the Issuer, subject to the terms and conditions of such Agreement. Class A
Common Stock and Class B Common Stock subject to the Agreement are to be voted
as one block, to the extent possible, to cause the full membership of the
Issuer's Board of Directors to be maintained at not less than eight members.
Additionally, under the Agreement, the stock subject to the Agreement is to be
voted as one block on such other matters which the parties to the Agreement have
unanimously agreed. The Agreement does not extend to voting upon other questions
or matters on which shareholders will have the right to vote under the Issuer's
Articles of Incorporation, the Issuer's Bylaws or the laws of the State of
Alaska. The Agreement will terminate at the annual meeting of the Issuer's
shareholders taking place in June 2001 or until there is only one party to the
Agreement. In addition, parties to the Agreement will be released from the
Agreement if they dispose of a certain percentage of their holdings; upon such a
disposition, then each of the other parties to the Agreement may terminate its
participation in the Agreement. The parties to the Agreement own directly
38,979,557 shares, or approximately 59.06% of the outstanding Class A Common
Stock, 2,400,591 shares of which are available upon the conversion of the same
number of shares of Class B Common Stock of the Issuer held by parties to the
Agreement. The Reporting Persons do not hold any Class B Common Stock.
THE REPORTING PERSON EXPRESSLY DECLARES THAT THE FILING OF THIS FORM 3 SHALL NOT
BE CONSTRUED AS AN ADMISSION THAT SUCH REPORTING PERSON IS, FOR THE PURPOSES OF
SECTION 13(D) OR 13(G) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, THE
BENEFICIAL OWNER OF ANY SECURITIES OF THE ISSUER OTHER THAN THOSE SHARES OF
CLASS A COMMON STOCK IN WHICH SUCH REPORTING PERSON HAS AN INTEREST AS SHOWN ON
THE ATTACHED FORM 3.
Page 5 of 6
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C>
Reporting Person
and Designated Filer: Date of Event Requiring Statement: Issuer Name and Ticker Symbol:
- --------------------- ---------------------------------- ------------------------------
BancBoston Capital, Inc. October 31, 1996 GNCMA
100 Federal Street
Boston, MA 02110
</TABLE>
- -------------------------------------------------------------------------------
BancBoston Capital, Inc.
\s\ William O. Charman
Name: William O. Charman
Title: Vice President
BancBoston Investments, Inc.
\s\ William O. Charman
Name: William O. Charman
Title: Vice President
Date: November 12, 1996
Page 6 of 6
<PAGE>
