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EXHIBIT 10.27
AMENDMENT TO
CT COMMUNICATIONS, INC.
1995 COMPREHENSIVE STOCK OPTION PLAN
The CT Communications, Inc. 1995 Comprehensive Stock Option Plan (the
"Plan"), is hereby amended as set forth below:
1. Section 1.2(h) of the Plan is hereby amended and restated to read as
follows:
"Fair Market Value" means the value of a share of Common Stock,
determined as follows: if on the determination date the Common Stock
is listed on an established national or regional stock exchange, is
admitted to quotation on The Nasdaq Stock Market, Inc., or is publicly
traded on an established securities market, the Fair Market Value of a
share of Common Stock shall be the closing price of the Common Stock
on such exchange or in such market (if there is more than one such
exchange or market the Board of Directors shall determine the
appropriate exchange or market) at the time of grant or such other
determination date (or if there is no such reported closing price, the
Fair Market Value shall be the mean between the highest bid and lowest
asked prices or between the high and low sale prices on such trading
day) or, if no sale of Common Stock is reported for such trading day,
on the next preceding day on which any sale shall have been reported.
If the Common Stock is not listed on such an exchange, quoted on such
system or traded on such a market, Fair Market Value shall be the
value of the Common Stock as determined by the Board of Directors in
good faith.
2. The Plan shall otherwise be unchanged by this Amendment.
* * *
The foregoing Amendment to the Plan was duly adopted and approved by
the Board of Directors of the Corporation by resolution at a meeting held on
February 22, 2001.
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Secretary