UNITED STATES


SECURITIES AND EXCHANGE COMMISSION


Washington, D.C. 20549











FORM 8-K





CURRENT REPORT





Pursuant to Section 13 OR 15(d) of The


Securities Exchange Act of 1934





Date of report (Date of earliest event reported): March 24, 2015





General Communication, Inc.(Exact name of registrant as specified in its charter)





State of Alaska0-1527992-0072737(State or other Jurisdiction of Incorporation or organization)Commission File Number(I.R.S Employer  Identification No.)





2550 Denali StreetSuite 1000Anchorage, Alaska99503(Address of principal executive offices)(Zip Code)





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





NONE(Former name or former address, if changed since last report)





Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:





o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)





o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)





o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))





o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




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Item 7.01 - Regulation FD Disclosure





On March 24, 2015, General Communication, Inc.'s wholly owned subsidiary, GCI, Inc. (the “Company”) commenced an offering of $450,000,000 aggregate principal amount of senior unsecured notes due 2025 (the “Notes”).





The Notes will be offered and sold to persons reasonably believed to be qualified institutional buyers in the United States pursuant to Rule 144A and outside the United States pursuant to Regulation S under the Securities Act of 1933, as amended (the “Securities Act”).  The Notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state laws.





The Company intends to use the net proceeds from the Notes offering to fund the consideration for the purchase of the $425 million outstanding principal amount of the Company’s 8.625% Senior Notes due 2019 (the “Outstanding Senior Notes”) in the Tender Offer (discussed below) and/or to redeem any and all of the Outstanding Senior Notes that have not been accepted and paid for in the Tender Offer and to pay related expenses.





The information contained in this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended or the Exchange Act.





Item 8.01 - Other Events





On March 24, 2015, we announced the commencement of a cash tender offer by the Company (the “Tender Offer”) for any and all of the Outstanding Senior Notes (CUSIP/ISIN No. 36155W AF3/US36155W AF32).  A copy of the press release announcing the Tender Offer, and which describes the Tender Offer in greater detail, is hereby incorporated by reference and attached hereto as Exhibit 99.1.





Item 9.01     Financial Statements and Exhibits





(d) ExhibitsExhibitNumberDescription99.1Press Release issued by General Communication, Inc. on March 24, 2015













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SIGNATURES





Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.





GENERAL COMMUNICATION, INC.(Registrant)Date: March 24, 2015By/s/ Peter J. PoundsName: Peter J. PoundsTitle:  Senior Vice President,Chief Financial Officerand Secretary(Principal Financial Officer)







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Exhibit IndexExhibit No.Description99.1Press Release issued by General Communication, Inc. on March 24, 2015