SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 3)
SC 13G/A
General Communication, Inc.
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
369385 10 9
(CUSIP Number)
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
ASS00851.WP5
<PAGE>
CUSIP No. 369385 10 9
- -------------------------------------------------------------------------------
1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above
Persons General Communication, Inc. Qualified Employee Stock Purchase
Plan ("Plan") 92-0072737
- -------------------------------------------------------------------------------
2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b) X (1)
- -------------------------------------------------------------------------------
3) SEC Use Only
- -------------------------------------------------------------------------------
4) Citizenship or Place of Organization
State of Alaska
- -------------------------------------------------------------------------------
Number (5) Sole Voting Power
of 1,760,802 Shares of Class A common stock (2)
Shares
Bene- ------------------------------------------------
ficially (6) Shared Voting Power
Owned by None
Each
Reporting ------------------------------------------------
Person (7) Sole Dispositive Power
With 1,760,802 Shares of Class A common stock (2)
-------------------------------------------------
(8) Shared Dispositive Power
None (2)
- -------------------------------------------------------------------------------
9) Aggregate Amount Beneficially Owned by Each Reporting Person
1,760,802 Shares of Class A common stock (2)
- -------------------------------------------------------------------------------
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions) Not applicable (1)
- -------------------------------------------------------------------------------
11) Percent of Class Represented by Amount in Row 9
8.9% (2)
- -------------------------------------------------------------------------------
12) Type of Reporting Person (See Instructions)
EP
- -------------------------------------------------------------------------------
- -----------------------------
(1) Shares are held in the name of and by the Plan for the benefit of
individual employees of General Communication, Inc. ("Company") and its
subsidiaries and their subsidiaries who are participating or have
participated in the Plan.
(2) As of December 31, 1995.
SCHEDULE 13G PAGE 2
ASS00851.WP5
<PAGE>
Item 1(a) Name of Issuer:
General Communication, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
2550 Denali Street, Suite 1000
Anchorage, Alaska 99503
Item 2(a) Name of Person Filing:
General Communication, Inc. Qualified Employee Stock Purchase
Plan
Item 2(b) Address of Principal Business Office or, if none, Residence:
2550 Denali Street, Suite 1000
Anchorage, Alaska 99503
Item 2(c) Citizenship:
Incorporated in State of Alaska
Item 2(d) Title of Class of Securities:
Class A Common Stock
Item 2(e) CUSIP Number:
369385 10 9
Item 3 If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under
Section 15 of the Act
(b) [ ] Bank as defined in Section 3(a)(6) of the
Act
(c) [ ] Insurance Company as defined in Section
3(a)(19) of the Act
(d) [ ] Investment Company registered under
Section 8 of the Investment Company Act
(e) [ ] Investment Adviser registered under Section
203 of the Investment Advisers Act of 1940
SCHEDULE 13G PAGE 3
ASS00851.WP5
<PAGE>
(f) [X] Employee Benefit Plan, Pension Fund which
is subject to the provisions of the
Employee Retirement Income Security Act of
1974 or Endowment Fund; see ss 240.13d-1(b)
(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with
ss 240.13d-1(b)(ii)(G)(Note: See Item 7)
(h) [ ] Group, in accordance with ss. 240.13d-1(b)
(1)(ii)(H)
Item 4 Ownership
(a) Amount Beneficially Owned:
1,760,802 shares
(b) Percent of Class
8.9%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote..............1,760,802
(ii) shared power to vote or to direct the vote.................None
(iii) sole power to dispose or to direct the disposition of.1,760,802
(iv) shared power to dispose or to direct the disposition of....None
Item 5 Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following: [ ]
Item 6 Ownership of More than Five Percent on Behalf of Another Person
All shares outstanding held by the Plan are held by and voted by the Plan for
the benefit of participating employees of the Company and its subsidiaries.
Item 7 Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company
Not applicable.
SCHEDULE 13G PAGE 4
ASS00851.WP5
<PAGE>
Item 8 Identification and Classification of Members of the Group
Not applicable.
Item 9 Notice of Dissolution of Group
Not applicable.
Item 10 Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purposes or effect.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date January 29, 1996
Signature __________/s/_____________________
Name/Title Alfred J. Walker
Plan Administrator
General Communication, Inc.
Qualified Employee Stock Purchase Plan
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative (other than an
executive officer or general partner of this filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however that a power of attorney for this purpose which
is already on file with the Commission may be incorporated by reference. The
name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001).
SCHEDULE 13G PAGE 5
ASS00851.WP5
<PAGE>
APPENDIX 1: AMENDMENT NO. 2
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)
General Communication, Inc.
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
369385 10 9
(CUSIP Number)
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
CUSIP No. 369385 10 9
- -------------------------------------------------------------------------------
1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above
Persons
General Communication Inc. Qualified Stock Purchase Plan ("Plan")
92-0072737
- -------------------------------------------------------------------------------
2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b) X (1)
- -------------------------------------------------------------------------------
3) SEC Use Only
- -------------------------------------------------------------------------------
4) Citizenship or Place of Organization
State of Alaska
- -------------------------------------------------------------------------------
Number (5) Sole Voting Power
of 1,490,555 Shares of Class A common stock (2)
Shares
Bene- -------------------------------------------------
ficially (6) Shared Voting Power
Owned by None (2)
Each
Reporting -------------------------------------------------
Person (7) Sole Dispositive Power
With 1,490,555 Shares of Class A common stock (2)
-------------------------------------------------
(8) Shared Dispositive Power
None (2)
- -------------------------------------------------------------------------------
9) Aggregate Amount Beneficially Owned by Each Reporting Person
1,490,555 Shares of Class A common stock (2)
- -------------------------------------------------------------------------------
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
See Instructions N/A (1)
- -------------------------------------------------------------------------------
11) Percent of Class Represented by Amount in Row 9
7.6% (2)
- -------------------------------------------------------------------------------
12) Type of Reporting Person (See Instructions)
EP
- -------------------------------------------------------------------------------
- -----------------------------
(1) Shares are held in the name of and by the Plan for the benefit of
individual employees of General Communication, Inc. ("Company") and
its subsidiaries and their subsidiaries who are participating or have
participated in the Plan.
(2) As of December 31, 1994.
SCHEDULE 13G PAGE 2
ASS0084F
<PAGE>
Item 1(a) Name of Issuer:
General Communication, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
2550 Denali Street, Suite 1000
Anchorage, Alaska 99503
Item 2(a) Name of Person Filing:
General Communication, Inc. Qualified Employee Stock Purchase
Plan
Item 2(b) Address of Principal Business Office or, if none, Residence:
2550 Denali Street, Suite 1000
Anchorage, Alaska 99503
Item 2(c) Citizenship:
Incorporated in State of Alaska
Item 2(d) Title of Class of Securities:
Class A Common Stock
Item 2(e) CUSIP Number:
369385 10 9
Item 3 If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section
15 of the Act
(b) [ ] Bank as defined in Section 3(a)(6) of the
Act
(c) [ ] Insurance Company as defined in Section
3(a)(19) of the Act
(d) [ ] Investment Company registered under Section
8 of the Investment Company Act
(e) [ ] Investment Adviser registered under Section
203 of the Investment Advisers Act of 1940
SCHEDULE 13G PAGE 3
ASS0084F
<PAGE>
(f) [X] Employee Benefit Plan, Pension Fund which
is subject to the provisions of the
Employee Retirement Income Security Act of
1974 or Endowment Fund; see ss 240.13d-1(b)
(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with
ss 240.13d-1(b)(ii)(G)(Note: See Item 7)
(h) [ ] Group, in accordance with ss. 240.13d-1(b)
(1)(ii)(H)
Item 4 Ownership
(a) Amount Beneficially Owned:
1,490,555 shares
(b) Percent of Class
7.6%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote..............1,490,555
(ii) shared power to vote or to direct the vote.................None
(iii) sole power to dispose or to direct the disposition of.1,490,555
(iv) shared power to dispose or to direct the disposition of....None
Item 5 Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following: [ ]
Item 6 Ownership of More than Five Percent on Behalf of Another Person
All shares outstanding held by the Plan are held by and voted by the Plan for
the benefit of participating employees of the Company and its subsidiaries.
Item 7 Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company
Not applicable.
SCHEDULE 13G PAGE 4
ASS0084F
<PAGE>
Item 8 Identification and Classification of Members of the Group
Not applicable.
Item 9 Notice of Dissolution of Group
Not applicable.
Item 10 Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purposes or effect.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date January 25, 1995
Signature __________/s/_____________________
Name/Title Alfred J. Walker
Plan Administrator
General Communication, Inc.
Qualified Employee Stock Purchase Plan
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative (other than an
executive officer or general partner of this filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however that a power of attorney for this purpose which
is already on file with the Commission may be incorporated by reference. The
name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001).
SCHEDULE 13G PAGE 5
ASS0084F
<PAGE>
APPENDIX 2: AMENDMENT NO. 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
General Communication, Inc.
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
369385 10 9
(CUSIP Number)
Check the following box if a fee is being paid with this statement [ ]. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
CUSIP No. 369385 10 9
- -------------------------------------------------------------------------------
1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above
Persons
General Communication Inc. Qualified Stock Purchase Plan ("Plan")
92-0072737
- -------------------------------------------------------------------------------
2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b) X (1)
- -------------------------------------------------------------------------------
3) SEC Use Only
- -------------------------------------------------------------------------------
4) Citizenship or Place of Organization
State of Alaska
- -------------------------------------------------------------------------------
Number (5) Sole Voting Power
of 1,241,275 Shares of Class A common stock (2)
Shares
Bene- -------------------------------------------------
ficially (6) Shared Voting Power
Owned by None
Each
Reporting -------------------------------------------------
Person (7) Sole Dispositive Power
With 1,241,275 Shares of Class A common stock (2)
-------------------------------------------------
(8) Shared Dispositive Power
None (2)
- -------------------------------------------------------------------------------
9) Aggregate Amount Beneficially Owned by Each Reporting Person
1,241,275 Shares of Class A common stock (2)
- -------------------------------------------------------------------------------
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
See Instructions N/A (1)
- -------------------------------------------------------------------------------
11) Percent of Class Represented by Amount in Row 9
6.53% (2)
- -------------------------------------------------------------------------------
12) Type of Reporting Person (See Instructions)
EP
- -------------------------------------------------------------------------------
- -----------------------------
(1) Shares are held in the name of and by the Plan for the benefit of
individual employees of General Communication, Inc. ("Company") and
its subsidiaries and their subsidiaries who are participating or have
participated in the Plan.
(2) As of December 31, 1993.
SCHEDULE 13G PAGE 2
ASS00850
<PAGE>
Item 1(a) Name of Issuer:
General Communication, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
2550 Denali Street, Suite 1000
Anchorage, Alaska 99503
Item 2(a) Name of Person Filing:
General Communication, Inc. Qualified Employee Stock Purchase
Plan
Item 2(b) Address of Principal Business Office or, if none, Residence:
2550 Denali Street, Suite 1000
Anchorage, Alaska 99503
Item 2(c) Citizenship:
Incorporated in State of Alaska
Item 2(d) Title of Class of Securities:
Class A Common Stock
Item 2(e) CUSIP Number:
369385 10 9
Item 3 If this statement is filed pursuant to Rules 13d-1(b),
or 13d-2(b), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section
15 of the Act
(b) [ ] Bank as defined in Section 3(a)(6) of the
Act
(c) [ ] Insurance Company as defined in Section
3(a)(19) of the Act
(d) [ ] Investment Company registered under Section
8 of the Investment Company Act
(e) [ ] Investment Adviser registered under Section
203 of the Investment Advisers Actof 1940
SCHEDULE 13G PAGE 3
ASS00850
<PAGE>
(f) [X] Employee Benefit Plan, Pension Fund which
is subject to the provisions of the
Employee Retirement Income Security Act of
1974 or Endowment Fund; see ss 240.13d-1(b)
(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with
ss 240.13d-1(b)(ii)(G) (Note: See Item 7)
(h) [ ] Group, in accordance with ss. 240.13d-1(b)
(1)(ii)(H)
Item 4 Ownership
(a) Amount Beneficially Owned:
1,241,275 shares
(b) Percent of Class
6.53%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote..............1,241,275
(ii) shared power to vote or to direct the vote.................None
(iii) sole power to dispose or to direct the disposition of.1,241,275
(iv) shared power to dispose or to direct the disposition of....None
Item 5 Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following: [ ]
Item 6 Ownership of More than Five Percent on Behalf of Another Person
All shares outstanding held by the Plan are held by and voted by the Plan for
the benefit of participating employees of the Company and its subsidiaries.
Item 7 Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company
Not applicable.
SCHEDULE 13G PAGE 4
ASS00850
<PAGE>
Item 8 Identification and Classification of Members of the Group
Not applicable.
Item 9 Notice of Dissolution of Group
Not applicable.
Item 10 Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purposes or effect.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date January 14, 1994
Signature __________/s/_____________________
Name/Title Alfred J. Walker
Plan Administrator
General Communication, Inc.
Qualified Employee Stock Purchase Plan
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative (other than an
executive officer or general partner of this filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however that a power of attorney for this purpose which
is already on file with the Commission may be incorporated by reference. The
name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001).
SCHEDULE 13G PAGE 5
ASS00850
<PAGE>
APPENDIX 3: INITIAL SCHEDULE 13G FILING
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Initial Schedule 13G Filing)
General Communication, Inc.
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
369385 10 9
(CUSIP Number)
Check the following box if a fee is being paid with this statement [X]. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
CUSIP No. 369385 10 9
- -------------------------------------------------------------------------------
1) Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above
Persons
General Communication Inc. Qualified Stock Purchase Plan ("Plan")
92-0072737
- -------------------------------------------------------------------------------
2) Check the Appropriate Box if a Member of a Group (See Instructions)
(a)
(b) X (1)
- -------------------------------------------------------------------------------
3) SEC Use Only
- -------------------------------------------------------------------------------
4) Citizenship or Place of Organization
State of Alaska
- -------------------------------------------------------------------------------
Number (5) Sole Voting Power
of 1,138,040 Shares of Class A common stock (2)
Shares
Bene- -------------------------------------------------
ficially (6) Shared Voting Power
Owned by None
Each
Reporting -------------------------------------------------
Person (7) Sole Dispositive Power
With 1,138,040 Shares of Class A common stock (2)
-------------------------------------------------
(8) Shared Dispositive Power
None (2)
- -------------------------------------------------------------------------------
9) Aggregate Amount Beneficially Owned by Each Reporting Person
1,138,040 Shares of Class A common stock (2)
- -------------------------------------------------------------------------------
10) Check if the Aggregate Amount in Row (9) Excludes Certain Shares
See Instructions N/A 1
- -------------------------------------------------------------------------------
11) Percent of Class Represented by Amount in Row 9
9.0% 2
- -------------------------------------------------------------------------------
12) Type of Reporting Person (See Instructions)
EP
- -------------------------------------------------------------------------------
- -----------------------------
(1) Shares are held in the name of and by the Plan for the benefit of
individual employees of General Communication, Inc. ("Company") and
its subsidiaries and their subsidiaries who are participating or have
participated in the Plan.
(2) As of December 31, 1992.
SCHEDULE 13G PAGE 2
ASS0084E
<PAGE>
Item 1(a) Name of Issuer:
General Communication, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
2550 Denali Street, Suite 1000
Anchorage, Alaska 99503
Item 2(a) Name of Person Filing:
General Communication, Inc. Qualified Employee Stock Purchase
Plan
Item 2(b) Address of Principal Business Office or, if none, Residence:
2550 Denali Street, Suite 1000
Anchorage, Alaska 99503
Item 2(c) Citizenship:
Incorporated in State of Alaska
Item 2(d) Title of Class of Securities:
Class A Common Stock
Item 2(e) CUSIP Number:
369385 10 9
Item 3 If this statement is filed pursuant to Rules 13d-1(b), or
13d-2(b), check whether the person filing is a:
(a) [ ] Broker or Dealer registered under Section
15 of the Act
(b) [ ] Bank as defined in Section 3(a)(6) of the
Act
(c) [ ] Insurance Company as defined in Section
3(a)(19) of the Act
(d) [ ] Investment Company registered under Section
8 of the Investment Company Act
(e) [ ] Investment Adviser registered under Section
203 of the Investment Advisers Actof 1940
SCHEDULE 13G PAGE 3
ASS0084E
<PAGE>
(f) [X] Employee Benefit Plan, Pension Fund which
is subject to the provisions of the
Employee Retirement Income Security Act of
1974 or Endowment Fund; see ss 240.13d-1(b)
(1)(ii)(F)
(g) [ ] Parent Holding Company, in accordance with
ss 240.13d-1(b)(ii)(G)(Note: See Item 7)
(h) [ ] Group, in accordance with ss. 240.13d-1(b)
(1)(ii)(H)
Item 4 Ownership
(a) Amount Beneficially Owned:
1,138,040 shares
(b) Percent of Class
9.0%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote..............1,138,040
(ii) shared power to vote or to direct the vote.................None
(iii) sole power to dispose or to direct the disposition of.1,138,040
(iv) shared power to dispose or to direct the disposition of....None
Item 5 Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class of securities, check the following: [ ]
Item 6 Ownership of More than Five Percent on Behalf of Another Person
All shares outstanding held by the Plan are held by and voted by the Plan for
the benefit of participating employees of the Company and its subsidiaries.
Item 7 Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company
Not applicable.
SCHEDULE 13G PAGE 4
ASS0084E
<PAGE>
Item 8 Identification and Classification of Members of the Group
Not applicable.
Item 9 Notice of Dissolution of Group
Not applicable.
Item 10 Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purposes or effect.
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date February 10, 1993
Signature __________/s/_____________________
Name/Title Alfred J. Walker
Plan Administrator
General Communication, Inc.
Qualified Employee Stock Purchase Plan
The original statement shall be signed by each person on whose behalf
the statement is filed or his authorized representative. If the statement is
signed on behalf of a person by his authorized representative (other than an
executive officer or general partner of this filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however that a power of attorney for this purpose which
is already on file with the Commission may be incorporated by reference. The
name and any title of each person who signs the statement shall be typed or
printed beneath his signature.
Attention: Intentional misstatements or omissions of fact constitute
Federal criminal violations (See 18 U.S.C. 1001).