NEW YORK (Reuters) -- Top executives of upstart telecommunications company Global Crossing Ltd. will limit the cash they get in the $37 billion merger with U S West Inc. to show their long-term commitment to the combined company, a source close to the deal said.

The Bermuda-headquartered company said in statement that top management and board members would tender only a small portion of their stakes in Global Crossing for cash.

They will keep their major equity holdings for swapping in the second step of the deal.

The executives' move is to show that "their commitment to the company is long-term, that the tender offer is not a mechanism for them to cash out,'' said a person close to the deal who asked not to be named.

Global Crossing said in a statement that its founder and largest shareholder, Gary Winnick, and senior management would tender no more than 30 percent of their eligible shares.

Other directors at Global Crossing, which owns an undersea and land-based fibre optic network, will sell no more than 50 percent of their eligible shares. Other Global Crossing shareholders will be able to sell all their eligible shares.

If the merger is completed, two-year-old Global Crossing and U S West will form a powerful new rival to phone giants such as AT&T Corp. and MCI WorldCom Inc.

Under the deal, U S West will make a cash tender offer for about 39 million, or 9.5 percent, of Global Crossing shares, at $62.75 each. The tender will expire on June 18.

Assuming shareholders tender all eligible shares, Winnick and the executives will keep about 95 percent of their total holdings. Directors will retain more than 91 percent of their total holdings.

Once the tender is completed, each U S West share would be exchanged for about 1.2 shares of Class G or Class L Global Crossing stock. Each Global Crossing share would be swapped for one share of either of the two Global Crossing tracking stocks.

Shares of both companies have slid since the merger was announced.