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): November 5, 2008




GCI,
      INC.(Exact name
      of registrant as specified in its charter)




State
      of Alaska
            
            0-5890
            
            91-1820757(State or
      other Jurisdiction of
            
            Commission
      File Number
            
            (I.R.S
      EmployerIncorporation
      or organization)
            
            
            
            Identification
      No.)




2550
      Denali StreetSuite
      1000Anchorage,
      Alaska
            
            99503(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))









Item
      2.02
            Results
      of Operations and Financial
Condition





On November 5, GCI, Inc.’s parent company,
General Communication, Inc. (GCI) issued a press release announcing earnings for
the three and nine months ended September 30, 2008.  A copy of the
press release is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.





The information in this Item 2.02 and the
Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18
of the Securities Act of 1934, nor shall it be deemed incorporated by reference
in any filing under the Securities Act of 1933, except as shall be expressly set
forth by specific reference in such filing.





The earnings release attached as Exhibit 99.1
discloses the non-GAAP financial measure of EBITDAS (Earnings Before Interest,
Taxes, Depreciation, Amortization, and Share-based Compensation Expense) for the
three and nine months ended September 30, 2008 and 2007.  EBITDAS has
been reconciled to the closely related GAAP financial measure, Net Income,
within the earnings release.





EBITDAS is the sum of Net Income, Interest
Expense, Loan and Senior Notes Fees, Interest Income, Income Tax Expense,
Depreciation and Amortization Expense, and Share-based Compensation
Expense.  EBITDAS is not presented as an alternative measure of net
income, operating income or cash flow from operations, as determined in
accordance with accounting principles generally accepted in the United States of
America.  GCI’s management uses EBITDAS to evaluate the operating
performance of its business and as a measure of performance for incentive
compensation purposes.  GCI believes EBITDAS is a measure used as an
analytical indicator of income generated to service debt and fund capital
expenditures.  In addition, a multiple of current or projected EBITDAS
is used to estimate current or prospective enterprise value.  EBITDAS
does not give effect to cash used for debt service requirements, and thus does
not reflect funds available for investment or other discretionary
uses.  EBITDAS as presented herein may not be comparable to similarly
titled measures reported by other companies.





Item
      4.02(a)
            Non-Reliance
      of Previously Issued Financial Statements or a Related Audit Report or
      Completed Internal Review





On November 5, 2008, management of GCI, Inc.’s
parent company, General Communication, Inc. (the “Company”), after discussions
with the Audit Committee of the Board of Directors of the Company and the
Company’s independent registered public accounting firm, KPMG LLP, determined
that it was necessary to restate the Company’s consolidated financial statements
for the quarters ended March 31, 2008 and June 30, 2008 in order to correct the
error in such financial statements described below.  Accordingly, the
Company’s consolidated interim financial statements previously filed for those
periods should no longer be relied upon.





In
late December 2007, a subsidiary of the Company, Alaska DigiTel, LLC (“Alaska
DigiTel”), committed to a substantial upgrade of its wireless network during
2008 and expected to decommission certain assets at or near the end of 2008. As
a result of this decision the estimated useful life of these assets changed, and
the net book value at the date the decision was determined should have been
depreciated over the remaining period the assets were expected to be used. The
Company has recently determined that Alaska DigiTel’s depreciation expense was
understated approximately $1.9 million and $1.8 million, respectively, in the
first and second quarters of 2008 or approximately $0.5 million and $0.6
million, respectively, net of income tax and minority interest, for the first
and second quarters of 2008.





In
light of the disclosure provided in this report, management of the Company is
assessing the impact on its internal controls over financial
reporting.





The Company intends to provide all restated
financial information referred to in this Item 4.02(a), including explanatory
information, in an amendment to its Quarterly Report on Form 10-Q for the fiscal
quarters ended March 31, 2008 and June 30, 2008.











Item
      9.01
            Financial
      Statements and Exhibits





(d)
            Exhibits





Exhibit


Number
            
            Description


99.1
            Press release
      issued by General Communication, Inc. on November 5,
  2008








SIGNATURE




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.







GCI,
      INC.(Registrant)Date:
      November 6, 2008By
            /s/
      John M. LowberName: John M.
      LowberTitle:  Secretary,
      Treasurer andDirector
      (Principal Financialand
      Accounting Officer)







Exhibit
Index




Exhibit
      No.
            Description99.1
            Press release
      issued by General Communication, Inc. on November 5,
  2008