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 14, 1996


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


            Alaska                     0-15279                92-0072737
            ------                     -------                ----------
(State or other jurisdiction   (Commission File Number)    (I.R.S. Employer
   of incorporation)                                      Identification No.)
                                                         

2550 Denali Street, Suite 1000, Anchorage Alaska                     99503-2781
------------------------------------------------                     ----------
(Address of principal executive offices)                             (Zip Code)


                                 (907) 265-5600
                                 --------------
              (Registrant's telephone number, including area code.)


                                       N/A
          (Former name or former address, if changed since last report)

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Item 5. Other Events

         (a) General. On March 14, 1996 General Communication,  Inc. ("Company")
entered into four non-binding letters of intent to acquire several Alaskan cable
companies that offer cable television  service to more than 101,000  subscribers
serving approximately 74 percent of households throughout the state. The Company
proposes to raise a portion of the capital for these acquisitions through a sale
of additional stock to MCI  Telecommunications  Corporation ("MCI"). The Company
has entered into a non-binding  letter of intent with MCI on that proposed sale.
The Company has in addition  amended  two carrier  agreements  with MCI.  All of
these events are further described below.

         (b) Company's  Acquisition of Prime Cable of Alaska. On March 14, 1996,
the Company entered into a non-binding (with two limited exceptions as described
below) letter of intent  ("Prime  Letter") with Prime Venture I Holdings,  L.P.,
Prime  Cable  Growth  Partners,  L.P.,  and Alaska  Cable,  Inc.  outlining  the
principal terms and conditions of several proposed transactions ("Prime Proposed
Transactions"). The Prime Proposed Transactions center on the Company's offer to
acquire all of the partnership  interests and  participation  interests  ("Prime
Securities") in Prime Cable of Alaska,  L.P.  ("Prime") from the present holders
of those  securities who are entities  affiliated with a Prime  management group
("Prime Sellers").

         As a result of the  Prime  Proposed  Transactions,  the  Company  would
become the owner, directly or indirectly through wholly-owned  subsidiaries,  of
100 percent of the limited partner and general partner interests of Prime. Prime
owns and operates cable television businesses located in Anchorage, Eagle River,
Chugiak, Kenai, Soldotna, Bethel, Fort Richardson, and Elmendorf Air Force Base,
Alaska (these businesses collectively, "Prime Alaska System").

         The Prime Letter states that the exact  structure  and specified  terms
and  conditions  of the  Prime  Proposed  Transactions  are to be set  forth  in
definitive  agreements  including a Prime Securities  purchase agreement ("Prime
Purchase  Agreement").  On the final  closing date (not later than  December 31,
1996)  under the Prime  Purchase  Agreement,  the Company is to deliver to Prime
Sellers 11.8 million shares of Class A common stock ("Prime Company  Shares") in
payment and exchange for the Prime Securities owned by Prime Sellers.

         The Prime Letter states that the Prime Sellers are to have the right to
require  registration  of the Prime Company Shares under the federal  Securities
Act of 1933, as amended ("Securities Act"), for the initial distribution to them
and, if  required,  subsequent  resales by them in the open  market.  The letter
states that the Prime  Sellers  must agree not to sell any of the Prime  Company
Shares for a period of 90 days  following  the final  closing  date on the Prime
Purchase  Agreement  and not to sell more than 20 percent  of the Prime  Company
Shares during the 59 day period immediately  following that 90 day

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period.  Under the Prime Letter  following those two periods,  the Prime Sellers
may sell any and all remaining Prime Company Shares.

         The Prime Letter states that Prime II Management,  L.P.  ("PIIM") is to
enter  into a  management  agreement  ("Prime  Management  Agreement")  with the
Company whereby PIIM would for a fee provide  management  services to Prime with
respect to the Prime Alaska  System.  The agreement is to have a nine year term.
PIIM is the present manager of Prime.

         The Prime  Letter  states that one of the  conditions  precedent to the
final closing on the Prime Purchase Agreement is to be the obtaining of consents
of various persons including state and federal  regulators,  shareholders of the
corporations involved in the Prime Proposed Transactions  including the Company,
as applicable, Prime's owners, lenders, and partners, and the Company's lenders.

         The Prime  Letter  states  that the letter has not been  authorized  by
requisite  corporate or partnership action by the Company and the Prime Sellers,
that it is an expression of the  intentions of the parties only,  and that it is
not a binding or enforceable obligation of the parties, except as to the payment
by the parties of certain of their  expenses  with respect to the letter and the
treatment by the parties of the terms of the letter as confidential.

         Under the Prime  Proposed  Transactions,  the  Company  is to take such
actions as are  necessary  to cause its board of  directors to expand to include
two  additional  members.  Furthermore,  the  Company is to  cooperate  with the
parties to the Prime Proposed  Transactions to amend the Voting  Agreement among
MCI,  WestMarc  Communications,  Inc.,  Ronald A.  Duncan  (president  and chief
executive officer of the Company) and Robert M. Walp (vice-chairman of the board
of the Company) in order that the Prime Sellers may become parties to the Voting
Agreement and appoint two members to the Company's  board of directors as of the
final closing on the Prime  Purchase  Agreement.  Such right to designate one of
those  members to be elected to that board is to continue  until  Prime  Sellers
cease to own in the  aggregate  at least 10 percent of the  outstanding  Class A
common  stock of the  Company.  The other one of such two members is to continue
until the Prime Management  Agreement  terminates.  At present, not counting the
Prime  Company  Shares  to be  acquired  by the  Prime  Sellers,  in excess of a
majority  of the  voting  power of the  outstanding  shares of the  Company  are
subject to the provisions of the Voting Agreement.

         (c) MCI's  Purchase of Company  Shares.  On March 14, 1996, the Company
entered into a  non-binding  letter of intent ("MCI  Letter") with MCI outlining
the principal  terms and conditions for a proposed  purchase by MCI of 2 million
shares of Class A common  stock of the Company  ("MCI  Company  Shares") for $13
million ("MCI Proposed Stock Purchase").

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         The MCI Letter states that the specific terms and conditions of the MCI
Proposed  Stock  Purchase  are to be set forth in a  definitive  Stock  Purchase
Agreement ("MCI Purchase Agreement").  The letter states that the MCI obligation
to purchase the MCI Company Shares is contingent  upon the  consummation  of the
Prime  Proposed  Transactions.  See Item 5(b) above.  The MCI Letter also states
that the MCI  Purchase  Agreement is to be subject to the approval of the boards
of  directors  of MCI and the Company,  the  obtaining of all required  federal,
state, and local regulatory consents and approvals,  as well as any consents and
approvals  required by the shareholders of the Company or any material agreement
of the Company.

         The  MCI  Letter  states  that  MCI is to have  the  right  to  require
registration  under the  Securities  Act of a portion or all of the MCI  Company
Shares.  The letter  also  states  that the  closing on the MCI  Proposed  Stock
Purchase is to coincide with that for the Prime Proposed Transactions.

         As of the date of this report,  the price per share  identified  by the
parties to the MCI Letter for the  purchase  of the MCI  Company  Shares,  i.e.,
$6.50 per share, was at a premium with respect to the price quoted on the Nasdaq
Stock Market for the Company's Class A common stock.

         As of the date of this  report,  MCI was an owner of  approximately  30
percent  of  the  outstanding  Class  A and  approximately  30  percent  of  the
outstanding  Class B common stock of the  Company.  With the purchase of the MCI
Company  Shares  and  taking  into  consideration  the  issuance  of  the  Prime
Securities,  the issuance of the Alaskan  Cable Company  Shares,  and the shares
issuable under the Alaska  Cablevision  Notes (see Items 5(b), 5(d), and 5(f) in
this report), MCI's Class A common stock holdings in the Company as of that date
would decrease to  approximately  23 percent of the  outstanding  Class A common
stock,  and its  holdings  of  Class  B  common  stock  as a  percentage  of the
outstanding Class B common stock would be unchanged.

         The MCI Company  Shares when issued to MCI would become  subject to the
Voting Agreement described elsewhere in this report. See Item 5(b) above.

         (d) Company's Purchase of Alaska Cablevision Assets. On March 14, 1996,
the Company entered into a non-binding (with two limited exceptions as described
below) letter of intent ("Alaska  Cablevision  Letter") with Alaska Cablevision,
Inc.  ("Alaska  Cablevision")  outlining  the  principal  terms  and  conditions
pursuant  to which  the  Company  would  offer  to  purchase  all of the  assets
(excluding cash assets) of Alaska Cablevision ("Alaska Cablevision Assets").

         Alaska  Cablevision owns and operates cable  television  businesses and
cable  television  systems  located in  Petersburg,  Wrangel,  Cordova,  Valdez,
Kodiak,  Nome, and Kotzebue,  Alaska.  The Alaska Cablevision Letter states that
Alaska Cablevision has two 

ASS00891.WP5                                                                  4
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affiliated companies,  McCaw/Rock Homer Cable System and McCaw/Rock Seward Cable
System, and they are discussed elsewhere in this report. See, Item 5(e) below.

         The Alaska  Cablevision  Letter states that,  subject to the conditions
set forth in the letter,  the Company is to deliver to Alaska Cablevision on the
final  closing date (not later than December 31, 1996) as payment for the Alaska
Cablevision  Assets  $26,650,000  plus an amount  equal to Alaska  Cablevision's
current assets as of the final closing date payable as follows:  (1) $16,650,000
plus an amount  equal to  Alaska  Cablevision's  current  assets as of the final
closing date, in cash; and (2) $10,000,000 in subordinated  notes of the Company
("Alaska  Cablevision  Notes")  convertible  into shares  ("Cablevision  Company
Shares") of the Company's Class A common stock.

         The Alaska  Cablevision Letter states the exact structure and specified
terms  and  conditions  of the  proposed  transaction  are to be  set  forth  in
definitive  agreements  including  execution  of  an  asset  purchase  agreement
("Cablevision  Asset  Purchase  Agreement").  The letter  states that one of the
conditions  precedent to the final  closing on the  Cablevision  Asset  Purchase
Agreement is to be the obtaining of consents of various persons  including state
and federal  regulators,  shareholders of the Company and of Alaska Cablevision,
and the Company's and Alaska Cablevision's lenders.

         The Alaska  Cablevision Letter states that the Alaska Cablevision Notes
are to bear simple,  noncompounding interest at the lowest rate allowable by the
Internal  Revenue  Service  under  imputed  interest  rules in  effect as of the
closing on the Cablevision  Asset Purchase  Agreement.  Any  indebtedness on the
Alaska  Cablevision  Notes not  previously  converted into  Cablevision  Company
Shares are to be due and  payable in full in a single,  lump sum  payment on the
tenth  anniversary  of their  initial date of issuance.  The Alaska  Cablevision
Notes are to be  subordinated  to the  Company's  presently  existing  and later
incurred senior indebtedness. The Alaska Cablevision Notes are to be convertible
on an annual basis into  Cablevision  Company Shares during a 15 day period each
year for 10 years.

         The Alaska Cablevision Letter states that following the expiration of a
180 day period  commencing with the final closing date of the Cablevision  Asset
Purchase  Agreement  the  holders of the  Cablevision  Company  Shares are to be
entitled to one demand  registration per year for 10 years. These holders are to
also have other  piggyback  registration  rights with respect to the Cablevision
Company Shares.

         The  Alaska  Cablevision  Letter  states  that the  letter has not been
authorized by requisite  corporate  action on the part of the parties,  that the
letter is an expression of the parties'  intentions  only,  and that it does not
create  a  contractual  obligation  for the  purchase  and  sale  of the  Alaska
Cablevision  Assets  or a  contractual  obligation  to  reach  agreement  on the
Cablevision Asset Purchase Agreement, except as to the payment by 

ASS00891.WP5                                                                  5
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the  parties  of certain of their  expenses  with  respect to the letter and the
treatment by the parties of the terms of the letter as confidential.

         (e) Company's  Purchase of McCaw/Rock  Assets.  On March 14, 1996,  the
Company  entered into a  non-binding  (with two limited  exceptions as described
below)  letter of intent  ("McCaw/Rock  Letter")  with  McCaw/Rock  Homer  Cable
System,  a joint venture,  and McCaw/Rock  Seward Cable System,  a joint venture
("McCaw/Rock   Homer  Cable   System,"   "McCaw/Rock   Seward   Cable   System,"
respectively, and collectively,  "Joint Ventures") outlining the principal terms
and conditions  pursuant to which the Company would offer to purchase all of the
assets  (excluding  cash assets) of the Joint  Ventures  ("Alaska  Joint Venture
Assets").  McCaw/Rock  Homer Cable System owns and operates the cable television
business  and cable  television  systems  located in Homer,  Alaska.  McCaw/Rock
Seward Cable System owns and operates  the cable  television  system  located in
Seward, Alaska.

         The McCaw/Rock Letter states that,  subject to the conditions set forth
in the  letter,  the  Company is to deliver to the Joint  Ventures  on the final
closing date (not later than  December 31, 1996) as payment for the Alaska Joint
Venture Assets  $4,350,000  plus an amount equal to the Joint  Ventures  current
assets as of the final closing date payable in cash.

         The McCaw/Rock  Letter states the exact  structure and specified  terms
and  conditions  of the proposed  transaction  are to be set forth in definitive
agreements including execution of an asset purchase agreement ("McCaw/Rock Asset
Purchase Agreement").  The letter states that one of the conditions precedent to
the final  closing  on the  McCaw/Rock  Asset  Purchase  Agreement  is to be the
obtaining of consents of various persons including state and federal regulators,
shareholders  of the  Company and of the owners of the Joint  Ventures,  and the
lenders of the Company and the Joint Ventures.

         The McCaw/Rock Letter states that the letter has not been authorized by
requisite corporate or joint venture action on the part of the parties, that the
letter is an expression of the parties'  intentions  only,  and that it does not
create a  contractual  obligation  for the purchase and sale of the Alaska Joint
Venture Assets or a contractual  obligation to reach agreement on the McCaw/Rock
Asset Purchase Agreement,  except as to the payment by the parties of certain of
their  expenses  with respect to the letter and the  treatment by the parties of
the terms of the letter as confidential.

         (f) Company's  Purchase of Alaskan Cable Network  Assets.  On March 14,
1996,  the Company  entered into a non-binding  (with two limited  exceptions as
described  below) letter of intent  ("Alaskan  Cable Letter") with Alaskan Cable
Network,  Inc.  ("Alaskan  Cable")  outlining the principal terms and conditions
pursuant  to which the  Company  would  offer to  purchase  all of the assets of
Alaskan Cable ("Alaskan  Cable  

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Assets").  Alaskan Cable owns and operates cable television businesses and cable
television  systems located in Fairbanks,  Juneau,  Sitka and Ketchikan,  Alaska
(collectively, "Alaskan Cable System").

         The Alaskan Cable Letter states that,  subject to the conditions as set
forth in the  Letter,  the  Company is to deliver to Alaskan  Cable on the final
closing date (not later than December 31, 1996) as payment for the Alaskan Cable
Assets,  $70  million,  payable as  follows:  (1) $51  million in cash;  and (2)
2,923,077  shares  ("Alaskan  Cable Company  Shares") of the  Company's  Class A
common stock.

         The Alaskan Cable Letter states the exact structure and specified terms
and conditions of the transaction  are to be set forth in definitive  agreements
including,  not  later  than  April 15,  1996,  execution  of an asset  purchase
agreement ("Alaskan Cable Asset Purchase Agreement"). The letter states that one
of the  conditions  precedent  to the final  closing on the Alaskan  Cable Asset
Purchase  Agreement,  is to be the  obtaining  of  consents  of various  persons
including  state and  federal  regulators,  shareholders  of the  Company and of
Alaskan Cable, and the Company's and Alaskan Cable's lenders.

         The  Alaskan  Cable  Letter  states  that  the  present  Alaskan  Cable
shareholder  is to have the right to require  registration  of the Alaskan Cable
Company  Shares under the  Securities  Act for the initial  distribution  to and
subsequent  resales by that person.  The letter states further that the owner of
the Alaskan  Cable Shares is to covenant not to sell any of those shares  during
the first 90 day period  following  the final  closing date and not to sell more
than 20 percent of those shares during the 59 day period  following  that 90 day
period.  Any and all remaining Alaskan Cable Shares may be sold following the 59
day period.  The Alaskan  Cable  Letter  states that the present  Alaskan  Cable
shareholder is to enjoy other piggyback  registration rights with respect to the
Alaskan Cable Company Shares.

         The  Alaskan  Cable  Letter  states that the intent as set forth in the
letter has not been authorized by requisite  corporate action on the part of the
Company and Alaskan  Cable,  that the letter is an  expression  of the  parties'
intentions only, and that it does not create binding or enforceable  obligations
of the parties,  except for provisions for the parties to pay their own expenses
in conjunction  with the letter and  provisions of the letter  pertaining to its
confidential treatment.

         (g) Amendment of MCI and Company Carrier Agreements. On March 21, 1996,
the Company and MCI made the first  amendment  ("Access  Amendment")  to the GCI
Contract for Alaska Access  Services,  which the parties had  initially  entered
into effective January 1, 1993 ("Alaska Access Agreement"). That amendment is to
take  effect on April 1, 1996.  On March 21,  1996 the Company and MCI also made
the sixth amendment  ("Carrier  Amendment") to MCI Carrier Agreement,  which the
parties had  

ASS00891.WP5                                                                  7
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initially entered into effective January 1, 1993 ("MCI Carrier Agreement"). That
amendment took effect retroactively on March 1, 1996.

         The Alaska Access Agreement addresses transmission services provided by
the Company to MCI for its traffic  and the charges for such  services.  The MCI
Carrier Agreement addresses transmission services provided by MCI to the Company
for its traffic and the charges for such services.

         The Carrier  Amendment extends the term of the MCI Carrier Agreement by
three years.  All other terms and conditions of that agreement  remain unchanged
by the Carrier Amendment.

         The Access Amendment extends the term of the Alaska Access Agreement by
three years. The Access Amendment also reduces the rate in dollars to be charged
by the Company for certain MCI traffic for the time period April 1, 1996 through
July 1, 1999 and  thereafter.  The rate  reduction,  if applied to the number of
minutes  to be  carried by the  Company  in 1996 and 1997,  based  upon  minutes
carried by the Company  during 1995,  would reduce the  Company's  1996 and 1997
revenue by approximately  $322,000 and $399,000,  respectively.  All other terms
and conditions of that agreement remain unchanged by the Access Amendment.

         The Company considered the amendments of both agreements together as in
its best interests. With these amendments,  the Company is assured that MCI, the
Company's largest customer,  will continue to make use of the Company's services
during the extended term.

         The MCI Carrier  Agreement had been amended four times  previous to the
Carrier  Amendment  on April 20,  1994,  July 26,  1994,  October 1,  1994,  and
September 25, 1995 ("Prior Carrier  Amendments").  The Prior Carrier  Amendments
provide  for new,  expanded,  or  revised  services  by MCI to the  Company  and
adjustment of charges for those services. The basic structure and purpose of the
MCI Carrier Agreement remains unchanged by these amendments.


Item 7.  Financial Statements and Exhibits.

         None  thought to be  appropriate,  and none to be filed with this form,
other than the following  exhibits which have not previously been filed with the
Commission:

         (i)      Company's press release on the letters of intent,  dated March
                  15, 1996 (Exhibit A);

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         (ii)     Amendment to Contract for Alaska  Access,  effective  April 1,
                  1996 (Exhibit B); and

         (iii)    Amendments to MCI Carrier Agreement--

                  (a)      Sixth  Amendment,  effective  April 1, 1996  (Exhibit
                           C1),  there was no fifth  amendment as of the date of
                           this report;

                  (b)      Fourth  Amendment,  dated September 24, 1995 (Exhibit
                           C2);

                  (c)      Third Amendment, dated October 1, 1994 (Exhibit C3);

                  (d)      Amendment  No. 1 (Second  Amendment),  dated July 26,
                           1994 (Exhibit C4); and

                  (e)      MCI  Carrier  Addendum  MCI  800 DAL  Service  (First
                           Amendment), dated April 20, 1994 (Exhibit C5).


         The  amendments  to the Alaska Access and MCI Carrier  Agreements  have
been included as exhibits to this Form 8-K. However,  portions of them have been
redacted in that they are considered confidential by the Company. The unredacted
amendments  have  been  separately   filed  with  the  Securities  and  Exchange
Commission pursuant to Rule 101 (c)(1)(i) of Regulation S-T.

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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)



                                            By:/s/ G. Wilson Hughes
                                               --------------------------------
DATED: March 28, 1996                            G. Wilson Hughes
                                            Its: Executive Vice President and
                                                 General Manager



                                             By:/s/ John M. Lowber
                                                -------------------------------
DATED: March 28, 1996                             John M. Lowber
                                             Its: Secretary and Chief Financial 
                                                  Officer


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