EXHIBIT 4.6B ------------------------------------------------------------------ --------------Non-Qualified Stock Option Agreement • April 28th, 1997 • Icg Communications Inc • Telephone communications (no radiotelephone) • Delaware
April 25, 1997Registration Statement • April 28th, 1997 • Icg Communications Inc • Telephone communications (no radiotelephone)
We have acted as special counsel for ICG Communications, Inc. (the "Company") in connection with the preparation, execution and filing of a Registration Statement under the Securities Act of 1933 on Form S-8 relating to the registration of 6,253,600 shares of ICG Communications, Inc. Common Stock, $.01 par value ("Common Stock"), (i) which may be purchased by directors, officers and employees pursuant to the Incentive Stock Option Plan #2; the Incentive Stock Option Plan #3; and the 1994 Employee Stock Option Plan; 1996 Stock Option Plan; and (ii) which may be purchased for the accounts of participants in the ICG Communications, Inc. Employee Savings Plan and the ICG Communications, Inc. 401(k) Wraparound Deferred Compensation Plan (the "Plans"). In connection with the opinion expressed below, we have made such factual inquiries and have examined or caused to be examined such questions of law as we have considered necessary or appropriate for the purpose of such opinion. On the basis o
EXHIBIT 4.6 ------------------------------------------------------------------- ------------- ICG COMMUNICATIONS, INC. 1996 STOCK OPTION PLAN Effective as of August 2, 1996 ICG Communications, Inc. 1996 Stock Option Plan INTRODUCTION ICG...1996 Stock Option Plan • April 28th, 1997 • Icg Communications Inc • Telephone communications (no radiotelephone) • Delaware
