SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

GIBSON JOHN W JR

(Last)

(First)

(Middle)

3087 FORD LANE

(Street)

SEALY

77474

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/25/2005

3. Issuer Name and Ticker or Trading Symbol
ALASKA COMMUNICATIONS SYSTEMS GROUP INC [ alsk ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common stock, $.01 par value	19,498,879⁽¹⁾	D⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:

1. Please see "remarks".

Remarks:

The Reporting Person is an Executive Managing Director of Fox Paine Capital, LLC ("Capital LLC") and Fox Paine & Company, LLC ("Company LLC"). Capital LLC is (i) the General Partner of Fox Paine Capital Fund, L.P. and FPC Investors, L.P. (collectively, the "LP"'s), each of which is a direct owner of, respectively, 16,251,658 and 241,144 shares of Common Stock, par value $.01 per share, of Alaska Communications Systems Group, Inc. (the "Issuer") and (ii) the Managing Member of ALEC Coinvestment Fund I, LLC, ALEC Coinvestment Fund II, LLC, ALEC Coinvestment Fund III, LLC, ALEC Coinvestment Fund IV, LLC and ALEC Coinvestment Fund V, LLC (collectively, the "Funds" and), which in the aggregate directly own 3,006,077 shares of Common Stock of the Issuer. Company LLC is the manager of the LP's. As a result, Capital LLC and Company LLC may in the aggregate be deemed to own beneficially and indirectly 19,498,879 shares of Common Stock (the "Shares") of the Issuer. The Reporting Person disclaims beneficial ownership of the Shares reported herein except to the extent of his pecuniary interest therein.

	/s/ John W. Gibson	11/28/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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