EXHIBIT 4.2A


                                   RESOLUTION


         RESOLVED, that the Board of Directors of General Communication, Inc.
approves and otherwise authorizes, subject to shareholder approval, increasing
the number of shares of Company Class A common stock allocated to the Company's
Amended and Restated 1986 Stock Option Plan by 2.0 million shares for a total
allocation to the plan of 10.7 million shares;

         RESOLVED FURTHER, that the president or the president's designee is
directed to take those steps necessary to seek shareholder approval of this
amendment to the plan at the Company's 2002 annual meeting of shareholders.

         DATED, this 29th day of November, 2002.



                                   /s/
                                   John M. Lowber
                                   Secretary