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|--------|--------|--------|--------|--------|

**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

**FORM 10-Q**

 

**(Mark One)**

 

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2006

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

For the transition period from           to

Commission File No. 0-15279

 

|   | **GENERAL COMMUNICATION, INC.**                        |   |
|--------|--------------------------------------------------------|--------|
|   | (Exact name of registrant as specified in its charter) |   |

 

|   | **State of Alaska**             |   | **92-0072737**      |   |
|--------|---------------------------------|--------|---------------------|--------|
|   | (State or other Jurisdiction of |   | (I.R.S Employer     |   |
|   | Incorporation or organization)  |   | Identification No.) |   |

 

|   |                                     | **2550 Denali Street** |       |      |   |
|--------|------------------------------------------|------------------------|------------|-----------|--------|
|   |                                     | **Suite 1000**         |       |      |   |
|   |                                     | **Anchorage, Alaska**  |       | **99503** |   |
|   | (Address of Principal Executive offices) |                   | (Zip Code) |      |
|        |                                          |                        |            |           |        |  |

 

Registrant’s telephone number, including area code: **(907) 868-5600**

 

Former name, former address and former fiscal year, if changed since last report

 

Indicate by check mark whether the registrant (l) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer.  See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

 

| Large accelerated filer o | Accelerated filer x | Non-accelerated filer o |
|---------------------------|---------------------|-------------------------|

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes o No x

 

The number of shares outstanding of the registrant's classes of common stock as of October 31, 2006 was:

49,884,728 shares of Class A common stock; and

3,380,257 shares of Class B common stock.

 

Explanatory Note

Our independent registered public accounting firm has informed us that they will be unable to complete their review of our interim financial statements for the quarterly period ended September 30, 2006 prior to the filing of this Form 10-Q as a result of the restatement described above.  As soon as our independent registered public accounting firm completes its review of our unaudited consolidated financial statements for the quarterly period ending September 30, 2006, we will file an amendment to this Form 10-Q to reflect material changes, if any, resulting from the independent auditor's review.

 

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