AIRCRAFT LEASE AGREEMENT



This Aircraft Lease Agreement ("Agreement") is made effective as of January 22,

2001 ("Effective Date"), between GCI Communication Corp., an Alaska corporation

("GCI" and "Lessee") and 560 Company, Inc. an Alaska corporation ("Lessor").



560 Company, Inc. is the Lessor and owner of the following-described aircraft,

together with all equipment and accessories attached thereto or used in

connection therewith (collectively, "Aircraft"):



         Make/model:       Cessna Citation V (C560)

         Registration:     N560ER

         Serial no.:       560-0003

         Engines:          Pratt & Whitney JT15D-5A

         Serial no.:       Left 108003      Right 108535



Lessee desires to use the Aircraft, and Lessor is willing to allow Lessee to use

the Aircraft, for the terms and purposes, and on the terms and conditions, set

forth in this Agreement.



Now, therefore, Lessor and Lessee agree as follows.



1.       Location and Use of Aircraft. The Aircraft is physically located in

         Alaska as of the Effective Date. Lessor hereby grants to Lessee the

         right to use the Aircraft on the terms and conditions set forth in this

         Agreement.



2.       Term. The initial term of this Agreement shall be for thirty (30) days

         and shall commence on the Effective Date. The lease shall automatically

         continue on a month to month basis unless terminated pursuant to any

         provision of this Agreement. Either Lessee or Lessor may terminate this

         Agreement upon one hundred twenty (120) days' written notice as set

         forth in Section 17, and as follows: If GCI elects to terminate this

         Agreement, Lessor may within five (5) business days of the date of such

         notice provide GCI with written notice of Lessor's intent to put the

         Aircraft up for sale. Then, this Agreement shall terminate upon the

         earlier of (i) the sale date, or (ii) one hundred and twenty (120) days

         from the date of GCI's termination notice. If the Agreement is not

         terminated within ninety (90) days from the date of GCI's termination

         notice, then Lessor shall rebate any rental payment for the period

         after the ninetieth (90) day until the date of the lease termination to

         GCI on the same date and in addition to the deposit described in

         Section 3(C). Additionally, Lessor shall rebate to GCI all costs GCI

         incurs hereunder beginning on the ninety-first (91st) day after the

         termination notice. If Lessor fails to give notice of its intent to

         sell the Aircraft within such five (5) business days, then this

         Agreement shall terminate ninety (90) days from the date of GCI's

         written notice of its intent to terminate.





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3.       Payments to Lessor.



         A.       GCI shall pay rent to Lessor at the rate of US$40,000.00 per

                  month "dry" plus sales/use tax if applicable, without demand,

                  offset, deduction or counterclaim. Payments of each month's

                  rental shall be made on or before the first (1st ) day of each

                  month, in advance. The monthly rental payment for the first

                  and last month shall be prorated on an actual day's basis, and

                  any unused funds after a proper termination shall be refunded

                  to Lessee in full except as otherwise provided herein.



         B.       In addition to the monthly payment, GCI shall grant to Lessor

                  an option to purchase 250,000 shares of General Communication,

                  Inc., Class A Common Stock, no par value, at $6.50 per share,

                  in the form set forth as Exhibit A hereto.



         C.       In addition to the above payments, GCI shall provide Lessor

                  with a one million five hundred thousand dollars ($1,500,000)

                  deposit for the Aircraft's usage hereunder ("Deposit"). Lessor

                  may utilize the Deposit for its general working capital needs.

                  Upon the earlier of (i) thirty-six (36) months from the

                  Effective Date, (ii) six (6) months after the Agreement

                  terminates, or (iii) nine (9) months after the date of the

                  termination notice, Lessor shall repay the Deposit to GCI,

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