8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORTPursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): February 25, 2011

ALASKA COMMUNICATIONS SYSTEMS GROUP, INC.
	(Exact name of registrant as specified in its charter)

Delaware	000-28167	52-2126573
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

600 Telephone Avenue, Anchorage, Alaska	99503
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (907) 297-3000

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On March 1, 2011, Alaska Communications Systems Group, Inc. (the “Company”) issued a press release announcing the approval of a Chief Financial Officer Transition Plan.  A copy of the press release is attached and incorporated herein by reference as Exhibit 99.1 to this report.

On February 25, 2011, Executive Vice President and Chief Financial Officer, David Wilson and the Company executed a letter of amendment to his employment agreement expiring on December 31, 2011.  This general description of the letter of amendment is qualified in its entirety by reference to the full text, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.  Mr. Wilson’s role will change, effective April 1, 2011, from Executive Vice President and Chief Financial Officer to a transition officer.  Mr. Wilson will continue to provide transition assistance to the company, with no member of management or employees reporting to him.  Mr. Wilson’s transitional role and terms of his employment agreement  will continue through April 30, 2011.  Mr. Wilson will execute a consultancy agreement with the Company to cover the period from May 1, 2011 through  June 30, 2011 for additional transitional services in exchange for a lump-sum payment of one hundred thousand dollars ($100,000) payable within 30 days of the conclusion of his consultancy.

(c)  The Company also appointed Mr. Wayne Graham to serve as the Company’s Chief Financial Officer (“CFO”), effective on or before April 1, 2011.

Mr. Graham is one of the Company’s original founding members and a previous CFO of the Company. Mr. Graham will rejoin the Company from Ensequence, a leading provider of global interactive software for TV, where he serves as CFO.  in addition to his roles at ACS and Ensequence,  Mr. Graham previously served as CFO of Integra Telecom, a leading CLEC, and ACS Media, which was a publicly traded print and electronic yellow page provider, based in Alaska.

(e) Employment Agreement between the Registrant and Wayne Graham

On February 27, 2011, the Company and Wayne Graham entered into an Employment Agreement (the "Employment Agreement").  Set forth below is a brief description of the terms of the Employment Agreement and the amounts payable to Mr. Graham thereunder.  This general description is qualified in its entirety by reference to the full text of the Employment Agreement, which is attached hereto as Exhibit 10.2 and incorporated herein by reference.

Term: The Employment Agreement will be effective on or before April 1, 2011.

Base Salary: Mr. Graham is entitled to an annual base salary of $250,000.

Annual Cash Incentive: Mr. Graham has the opportunity to earn an annual cash incentive payment, in accordance with the Company’s leadership team cash incentive program. Mr. Graham’s target amount is equal to 100% of his base salary.

Leadership Team Equity Incentive Program: Mr. Graham is eligible to participate in the Company’s leadership team equity program, with a target annual equity award valued at approximately 150% of his base salary. His participation is to be subject to the same terms and provisions applicable to other senior leadership team members. Mr. Graham will receive an award in 2011 that is pro-rated based upon the starting date of his employment and will abide by the Company’s minimum executive equity holding requirements as currently in effect and as modified from time to time.

Other Benefits: Other benefits include paid-time off, participation in the Company’s health and welfare plans, 401(k) retirement savings plan, employee stock purchase plan, and a relocation reimbursement of up to $50,000 to assist Mr. Graham with a move to Alaska.

Post-Termination Payments: Upon a termination by the Company without cause or by Mr. Graham for good reason, Mr. Graham is entitled to post-termination benefits in accordance with the Company’s 2010 Officer Severance Program as modified from time to time. The Company’s 2010 Officer Severance Program is incorporated herein by reference to Exhibit 10.1 of the Company's Form 8-K filed with the SEC on November 4, 2010.

Item 9.01 Financial Statements and Exhibits.

(d)   Exhibits

10.1	Amendment to Employment Agreement between Alaska Communications Systems Group, Inc., and David Wilson entered into on February 25, 2011.
10.2	Employment Agreement between Alaska Communications Systems Group, Inc., and Wayne Graham entered into on February 21, 2011.
99.1	Press Release of the Company, dated March 1, 2011.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized.

Date:   March 1, 2011	Alaska Communications Systems Group, Inc.
	/s/ Leonard A. Steinberg
	Leonard A. Steinberg
	Corporate Secretary

EX-10.1

Exhibit 10.1

February 25, 2011

Dear Anand:

This letter sets forth the teens of our agreement regarding a transition of my employment with Alaska Communications Systems Group, Inc., ("ACS or "Company") (which includes all subsidiaries, affiliates, etc.). In exchange for the promises and valuable consideration described in this letter agreement, which both parties agree are sufficient, ACS and I have agreed to certain amendments to my Employment Agreement dated December 31, 2008 (the "Agreement"), which are set forth in this letter.

As I complete the term of my employment agreement, in order to facilitate a smooth and orderly transition in leadership, I am resigning my position as Executive Vice President and Chief Financial Officer ("CFO") of ACS effective April 1, 2011. I will continue to be employed by ACS until April 30, 2011 in a transition officer role, in which I will provide transition assistance as reasonably requested by the new CFO, with no other members of management or employees reporting to me, except that I will be provided reasonable administrative assistance as necessary to fulfill my transition duties. In addition, I will continue to be available as a consultant up through June 30, 2011. To be clear, my consultancy services may be provided by phone, email or in person, and only to the extent it is reasonable and requested by the CFO. Notwithstanding the change in my position and duties, I will continue to be paid the same Base Salary through April 30, 2011, at which time the Agreement will terminate. In addition, I agree to execute a consultancy agreement with ACS covering the period May 1, 2011 through June 30,2011 for additional transition services in exchange for a lump-sum payment of one hundred thousand dollars ($100,000.00) payable within 30 days of the conclusion of my consultancy.

I understand that this letter shall not be a basis for, nor will I otherwise be eligible for, and ACS shall not be obligated to pay, any Severance Payments, Benefits or Amounts of any kind or amount (other than standard employee plan benefits which are generally available to all ACS employees, subject to the teens of those respective plans). In this regard, my resignation as CFO and my change in position to a transition officer and consultant are completely voluntary on my part and are designed to establish a smooth transition in leadership. Therefore, I agree to waive, relinquish and release all claims for Severance Benefits or Payments of any kind whatsoever as against ACS or its Board of Directors, including but not limited to any benefits in connection with a termination "Without Cause," resignation for "Good Reason," or any "Change in Control" benefits as those terms are described in the Agreement or in any ACS severance policy. This waiver and release specifically includes all severance claims or causes of action that I may now have or have ever had against the Company, or which may arise from or relate to changes in my position with the Company or my termination of employment as provided in this letter.

On other matters, I agree that, on or prior to April 1, 2011, I will execute a general form of Officer's Release in which I will agree to be bound by the standard form release language and the non-compete, non-solicitation and non-disparagement provisions as set forth in the ACS 2010 Officer Severance Policy. The Company will provide me with a written form agreement

for these purposes within fifteen (15) days of both parties' execution of this letter agreement. Finally, I agree to cooperate fully with the Company in the future in response to reasonable requests for information, affidavits, depositions, testimony or other assistance concerning the business, or in connection with any regulatory or other reviews or investigations or the defense or prosecution or any claims, which are now in existence or which relate to actions or events taking place while I was employed by the Company, and includes taking such other actions as may reasonably be requested by the Company or its counsel to effectuate the foregoing. My cooperation shall be provided without the necessity of any subpoenas, and the Company agrees to reimburse me for reasonable, out-of-pocket travel, hotel and meal expenses incurred in connection with providing such cooperation at the Company's request.

This letter sets forth the entirety of our agreement and supersedes any contemporaneous or prior discussions, understandings or agreements as to its subject matter. Both parties acknowledge and agree that the terms of this letter have been freely negotiated between them, that both parties have had ample opportunity to consult with their respective attorneys and have been fully advised as to its contents; and, accordingly, this letter shall not be subject to any presumptions or rules of construction in favor or against either party's position. Except as amended by this letter agreement, which amendment shall control, all other provisions of the Agreement shall remain in full force and effect in accordance with their terms.

Upon my signature and counter-signature by ACS, below, this letter shall be deemed a fully executed amendment to my December 31, 2008 Employment Agreement and is binding on both parties.

Thank you,

/s/ David Wilson
David Wilson

Accepted and Agreed to by:

_________________
[Name]
[Title]
Alaska Communications Systems Group, Inc.

DATE ACCEPTED by ACS: _________________

EX-10.2

Exhibit 10.2

[Alaska Communications Letterhead]

February 25, 2011

Wayne Graham

Dear Wayne:

I am pleased to offer you the position of Chief Financial Officer (CFO) with Alaska Communications. In this capacity, you will be joining a highly professional team that is dedicated to advancing the company in its position as Alaska's leading integrated telecommunications company. We structured our organization to drive our customer focused market strategy, and you will play a crucial role executing this strategy with our existing and future customers. If you accept this offer, you will report directly to me and your effective start date will be on or before April 1, 2011.

In this role, you will receive $250,000.00 in annual base salary delivered in hi-weekly payrolls, and a $250,000.00 target annual cash incentive for an annualized target cash compensation total of $500,000.00. Your actual incentive payment will vary based on your and our Company's performance, as determined by the Board of Directors' (BOD) Compensation and Personnel Committee, and will be prorated for your first partial year of employment. Another substantial component of your total compensation in this job is equity grants. As a participant in this program, you will be eligible to receive annual target awards of equity. We currently expect that in 2011 these awards will be a mix of restricted stock units and performance stock units. Subject to final approval by the Board, your target equity grant will be approximately 150% of your base salary. Following Board approval in March you will receive an award in April that will be pro-rated for 2011 based on your starting date of employment.

We determine actual stock unit awards based on your role and performance of that role, and prorate for your actual time in the position. All awards are contingent upon BOD approval and your execution of required grant agreement documents. We also have minimum stock holding requirements in place that apply to you. By accepting our offer, you agree to abide by our minimum executive equity holding requirements applicable to executive officers at your level. Based on your position, our current policy requires you to accumulate and hold a number of shares of common stock having a value of at least 1,5 times your base salary within five years of the date you start work at ACS. You understand and accept that the Company may modify these minimum holding requirements in the future and agree that any such future modifications of holding requirements shall be binding on you.

Attachment "A" to this letter will provide you with additional information regarding your employee benefits.

As CFO you will also be covered by the ACS Officer Severance Policy. A copy of the 2010 Officer Severance Policy is attached for your review. By accepting our offer, you agree to accept and abide by the terms and conditions of this Policy, as it may be amended from time to time by the Company in the future, subject to the BOD's review and approval of any such amendments.

Wayne, you are also eligible for reimbursement of relocation expenses up to $50,000.00 for a move to Alaska. The actual amount will be determined following a relocation survey conducted by our vendor Golden North Van Lines. Written approval from Alaska Communications' Relocation Administrator is required before incurring any expenses or engaging authorized

Wayne Graham	Page 2 of 4
Offer Letter	February 25, 2011

by our vendor Golden North Van Lines. Written approval from Alaska Communications' Relocation Administrator is required before incurring any expenses or engaging authorized service providers, Alaska Communications can deny payment for any expenses incurred without this prior approval.

You agree and certify that as CFO you owe Alaska Communications the highest duty of loyalty and fiduciary responsibility. Among other obligations, this means you will never make secret profits at ACS' expense, will not accept favors from customers or vendors, and you will protect all of ACS' assets and property, tangible and intangible, as if they were your own. You also agree that during your employment at ACS and for twelve (12) months thereafter, you will not, directly or indirectly, be employed by, own an interest in, control, operate, provide consulting services to or be connected as an agent, independent contractor, partner, shareholder or principal in any business which markets products, goods or services which directly or indirectly compete with our business. You agree you are not obligated by any other signed agreements or other obligations that will preclude you from working full-time in the best interest of Alaska Communications.

As an ACS employee, you will have access to trade secrets and other confidential information about our Company, its employees, board of directors, finances, products, customers, operations, plans and methods of doing business. During your employment and after the termination of your employment with us, you agree forever to keep confidential all of this confidential information of the Company, except as required by law. You also agree to abide by the terms of the non-disparagement and non-solicitation provisions included with any applicable ACS Officer Severance Policy while you are an employee with ACS and after termination of your employment.

During your employment and after termination of your employment, you agree to reimburse the Company for any amount of cash incentive, bonus payment or equity award made (or the value thereof), the profits realized from the sale of securities of the Company, or any severance benefits you have received, for the time periods required, as the case may be, that were provided to you on the basis of financial results later found to require an accounting restatement under applicable laws or regulations (as these requirements may be adopted or amended in the future), or for any severance benefits received in the event the Company subsequently discovers any actions or omissions by you which would have warranted your termination for Cause under the applicable Officer Severance Policy. In the event reimbursement is required, you agree to make payment to the Company promptly, within thirty (30) days of receipt of a written notice from the BOD or any Committee of the BOD describing the repayment obligation and the amount owed to the Company.

Business conditions change from time to time and the commitment to provide continuing employment and your total compensation package depend upon the Company's success and continuing business requirements. As a result, I feel a responsibility to advise you that Alaska Communications is an "at will" employer. This means that either you or the Company can terminate the employment relationship at any time for any reason, with or without cause. While I feel the need to share these cautions, please also know that I feel confident that you are joining an organization that will prevail as the premier Alaskan communications service provider.

Wayne, we are looking forward to you joining us at Alaska Communications - we are committed to distinguishing our Company as the best place to work and the best place to do business,

Wayne Graham	Page 3 of 4
Offer Letter	February 25, 2011

values we believe go hand-in-hand. If you share these values and our vision of success as the leading integrated telecommunications provider in Alaska, please accept this offer by signing this letter and returning the original to me no later than February 27, 2011. ff you have questions about this offer, please do not hesitate to call me at my work phone: 907-564-3335 or cell: 907-632-1010.

By accepting our offer, you agree to abide and be bound by all ACS Policies and Procedures (including, without limitation, the Compensation Policy, Proprietary Information Policy, and Corporate Compliance Manual), and acknowledge and agree that, as our business evolves, the Company may from time to time amend and add to its Policies and Procedures, in the discretion of the Company, and any such modified or new Policies and Procedures shall apply to you.

Respectfully yours,

/s/ Anand Vadapalli

Anand Vadapalli
President & Chief Executive Officer

cc:      Employee File

AV rg

Accepted: /s/ Wayne Graham Date: 2/27/11

Wayne Graham	Page 4 of 4
Offer Letter	February 25, 2011

Attachment "A"

Recognizing that the best telecommunications employees in Alaska warrant the best total compensation in our market, we offer comprehensive benefits in addition to our rich cash and restricted stock compensation that will allow you to:

• Cover you and your family's health care needs with our Health & Welfare benefits, These quality benefits offer solid medical coverage and other benefits to include 70% coinsurance, co-pays for prescription drugs, dental, short-term disability and many other quality of life benefits with premiums largely paid by Alaska Communications. Your coverage begins the first of the month following the 1st full month of employment. Your contribution to fund these benefits will be deducted from your bi-weekly pay before taxes. Reduce your out-of-pocket expenses even more with our Flexible Spending Accounts, which allow you to pay for qualified medial and dependent care with your pre-tax earnings.
• Bring retirement security closer with the Alaska Communications Employee 401(k) Savings Plan, which features tax-deferred savings; quality, diverse investment options; daily valuation; on-line and telephone account access; loans; and other attractive features.
• Build greater ownership in Alaska Communications by purchasing Alaska Communications stock at a 15% or more under market value through our Employee Stock Purchase Plan.

• Balance work and the rest of life with Flexible Time Off, which you accrue at four weeks annually, and additional Personal Holidays.

• Protect your earnings with Company paid long-term disability insurance (50% income replacement), $50,000 Basic Life and AD&D insurance. Buy higher coverage levels or purchase optional Long-term Care insurance through convenient payroll deductions.

• Develop your knowledge and skills through our Education Assistance Program, under which Alaska Communications will invest in you by paying for qualified coursework.

• Take advantage of the 15% telecommunications discount we provide to "Alaska Communications Ambassadors" who choose Alaska Communications services.

This is only an overview of the many benefits available at Alaska Communications and official plan documents will define actual benefits. Also, benefits are subject to change from time-to-time. I encourage you to contact Rick Granbois, Compensation & Benefits Analyst, if you have questions about the benefits you are enjoying as an Alaska Communications employee. You can reach Rick by phone (907) 564-1290 or email (rick.qranbois@acsalaska.com).

[Alaska Communications Letterhead]

February 25, 2011

Wayne Graham
3449 Chelan Drive
West Linn, Oregon 97068

Dear Wayne:

This letter is to confirm our understanding regarding your work location and arrangements for your  position as CFO of the Company:

1.	Your primary location of work will be in our Hillsboro offices at 19720 NW Tanasbourne Drive, Suite 100, Hillsboro, Oregon, 97124.
2.	You will work out of our Anchorage offices at 600 Telephone Ave, Anchorage AK 99503, every other week.
3.	As long as your primary work location remains in our Hillsboro office, the Company will match your first 6% annual contribution to our 401K plan. The Company's contribution fully vests when paid. The Company may change the plan provisions at a future date.
4.	The Company will defray the cost of your air travel between our Hillsboro and Anchorage offices up to $20,000 a year for a period of 3 years starting on the date of your employment with us.
5.	Additionally, the company will also provide reimbursement for you to maintain an apartment in Anchorage for a period of 6 months, not to exceed $1,600 per month, starting the date of your employment with us. You will also have the use of a Company fleet vehicle when you are in Anchorage for the first six months of your employment.

Best regards,

/s/ Anand Vadapalli

Anand Vadapalli
President and CEO

cc:        Employee

Accepted: /s/ Wayne Graham Date: 2/27/11

EX-99.1

Exhibit 99.1

Alaska Communications Systems Announces CFO Transition Plan

ANCHORAGE, Alaska--(BUSINESS WIRE)--March 1, 2011--Alaska Communications Systems Group, Inc. (“ACS”) (NASDAQ:ALSK) today announced its CFO transition plan. David Wilson, currently executive vice president and chief financial officer will transition his role as CFO to Wayne Graham, one of ACS’ original founding members and previous ACS CFO, effective April 1, 2011.

In order to ensure a smooth transition, Wilson will support Mr. Graham as he assumes his new role. Wilson will stay on with the company as an employee through April 30 and then as a retained consultant through June 30, 2011.

“I would like to thank David for his service over the past seven years,” said Anand Vadapalli, ACS president and CEO. “David was a key player in reshaping the company to compete in the fastest growing segments of the telecom space. Under his leadership, we re-launched ALSK in the investment community following the implementation of a high dividend payout strategy, restructured the balance sheet, increased revenue and EBITDA and achieved sector-leading company valuation.”

Graham will rejoin ACS from Ensequence, a leading provider of global interactive software for TV, where he serves as CFO. Mr. Graham was one of the original founders of ACS in 1999, when he worked to build the foundation of Alaska's leading telecommunications provider. In addition to his roles at ACS and Ensequence, Graham served as CFO of Integra Telecom, a leading CLEC, and ACS Media, which was a successful publicly traded print and electronic yellow page provider, based in Alaska.

“I am pleased to have one strong leader followed by another,” said Vadapalli. “Wayne is known for the discipline and rigor that he brings to the role, a keen operational focus and a successful track record in the capital markets. His previous experience with ACS, extensive knowledge of the telecommunications industry and the Alaska market, along with his strong business connections in the Pacific Northwest, will serve our investors, our customers and our employees well,” said Vadapalli.

"I would like thank David for his impressive contributions to ACS. I look forward to working with David through the transition, and Anand and his leadership team to continue to make ACS an innovative leading technology provider in Alaska and beyond,” said Graham.

About Alaska Communications

Headquartered in Anchorage, Alaska Communications Systems Group, Inc. (“ACS”) (NASDAQ: ALSK), through its subsidiaries, provides Alaska Communications services and is Alaska's leading provider of broadband and other wireline and wireless solutions across businesses and consumers. The Alaska Communications wireline operations include the state's most advanced data networks and the most diverse undersea fiber optic system connecting Alaska to the contiguous United States. The company’s wireless operations include a statewide 3G CDMA network, reaching across Alaska from the North Slope to Ketchikan, with coverage extended via best-in-class CDMA carriers in the Lower 49 and Canada. By investing in the fastest-growing market segments and attracting the highest-quality customers, Alaska Communications seeks to drive top and bottom-line growth, while continually improving the customer experience and cost structure through process improvement. More information can be found on the company's website at www.alaskacommunications.com or at its investor site at www.alsk.com.

CONTACT:
ACS Corporate Communications:
Director, Corporate Communications
Heather Cavanaugh, 907-564-7722
heather.cavanaugh@acsalaska.com