ALLBRITTON COMMUNICATIONS COMPANY
                               808 17th Street, N.W.
                                     Suite 300
                              Washington, D.C.  20006

                        Dated as of:  September 30, 1997

BankBoston, N.A.                                        Bank of Montreal
(f/k/a The First National Bank of Boston),        Mellon Bank, N.A.
  individually and as Agent


     Re:  Modification No. 4 to Revolving Credit Agreement

Ladies and Gentlemen:

     Reference is made to the Revolving Credit Agreement, dated as of 
April 16, 1996 (as amended, modified or supplemented from time to time 
and in effect, the "Credit Agreement"), by and among Allbritton 
Communications Company (the "Borrower"), the financial institutions 
party thereto (the "Banks") and BankBoston, N.A. (f/k/a The First 
National Bank of Boston), as agent for the Banks (the "Agent").  All 
capitalized terms used herein and not defined herein shall have the 
meanings specified for such terms in the Credit Agreement.

     The Borrower has requested the Agent and the Banks to amend the 
Credit Agreement in certain respects.

     The Agent and the undersigned Majority Banks are willing to amend 
the Credit Agreement on the terms and subject to the conditions set 
forth in this letter agreement (this "Modification").

     Accordingly, the parties hereto hereby agree as follows:

ARTICLE I

MODIFICATION TO CREDIT AGREEMENT

     SECTION 1.1.  The Credit Agreement is hereby amended as follows:
 
     (a)  Section 1.1 of the Credit Agreement is hereby amended as 
          follows:

          (1)    The definition of "Investments" is hereby amended by 
inserting the following ", membership interests," after the words 
"acquisition of stock" in line 2 thereof.

          (2)  The definition of "Net Securities Proceeds" is hereby 
amended by inserting the following words "or membership interests, as 
applicable," after the words "capital stock" in each of lines 2, 5, 6, 
and 14 thereof.  

          (3)  The definition of "Permitted Acquisitions" is hereby 
amended by inserting the words "or membership interest, as applicable" 
after the words "capital stock" in line 2 of subsection (c) thereof .

          (4)  The definition of "Pledge Agreement" is hereby amended 
by adding the following words ", and/or the Pledge of Membership 
Interests Agreement, dated as of September 30, 1997, to be executed and 
delivered to the Agent by the Borrower and each of the limited liability 
company subsidiaries of the Borrower, as applicable." after the words 
"the Closing Date" in the last line thereof.

          (5)  Subsection (a) of the definition of "Restricted 
Payments" is hereby amended by inserting the words "or units of 
membership interest of a limited liability company, as applicable," 
after the words "capital stock"  in each of lines 2, 3, 4, and 7 
thereof, and after the words "common stock" in line 3 thereof.

          (6) The definition of "Subsidiary" is hereby amended by 
inserting the words "limited liability company, as applicable" after the 
words "any corporation," in line 1 thereof.

          (7)  The definition of "Voting Stock" is hereby amended by 
inserting the following ", membership interest," after the word "Stock" 
in line 1 thereof.

     (b)  Section 4 of the Credit Agreement is hereby amended and 
restated in its entirety as follows:

          4.  SECURITY.  The Obligations shall be secured by a 
perfected first priority security interest in all of the outstanding 
capital stock or membership interests, as applicable, of the Borrower 
and its Subsidiaries, whether now owned or hereafter acquired, pursuant 
to the terms of the Pledge Agreement and the Pledge of Membership 
Interests Agreement, or, with respect to the Majority-Owned 
Subsidiaries, all of the outstanding capital stock of such Subsidiary 
owned by the Borrower or any of its Subsidiaries."

     (c)  Section 5.1(a) of the Credit Agreement is hereby amended and 
restated in its entirety to read as follows:

          "(a)  Formation or Incorporation; Good Standing.  Each of 
the Borrower and its Subsidiaries (i) is a corporation, or in the case 
of KTUL LLC, KATV LLC and WCIV LLC, a limited liability company, duly 
organized, validly existing and in good standing under the laws of its 
state of formation or incorporation, (ii) has all requisite power, 
authority and legal right to own and operate its property, to lease the 
property it operates as lessee and to conduct its business as now 
conducted and as presently contemplated, and (iii) is in good standing 
as a foreign corporation or foreign limited liability company, as 
applicable, and is duly authorized to do business in each jurisdiction 
where such qualification is necessary except where (x) a failure to be 
so qualified would not have a materially adverse effect on the business, 
assets or financial condition of the Borrower or the Borrower and its 
Subsidiaries, taken as a whole or the Borrower's ability to perform the 
Obligations or (y) the Borrower or such Subsidiary has applied for 
qualification to do business in such jurisdiction and such application 
is pending".

     (d)  Section 5.1(b) of the Credit Agreement is hereby amended and 
restated in its entirety to read as follows:

          "Authorization.  The execution, delivery and performance of 
this Credit Agreement and the other Loan Documents to which the Borrower 
or any of its Subsidiaries is or is to become a party and the 
transactions contemplated hereby and thereby (i) are within the 
authority and legal right of the Borrower and its Subsidiaries, (ii) 
have been duly authorized by all necessary proceedings, (iii) do not 
conflict with or result in any breach or contravention of any provision 
of law, statute, rule or regulation to which the Borrower or any of its 
Subsidiaries is subject or any judgment, order, writ, injunction, 
license or permit applicable to the Borrower or any of its Subsidiaries 
which would have a materially adverse effect on the business, assets or 
financial condition of the Borrower or the Borrower and its 
Subsidiaries, taken as a whole and (iv) do not conflict with any 
provision of the charter or the By-Laws or limited liability company 
agreement, as applicable, or any agreement or other instrument binding 
upon, the Borrower or any of its Subsidiaries."

     (e)  Section 5.9 of the Credit Agreement is hereby amended by 
inserting the following words "limited liability company agreement," 
after the words "charter documents, bylaws," in line 3 thereof.

     (f)  Section 5.18 is hereby amended and restated in its entirety 
to read as follows:

          "Capital Structure.  Attached hereto as Schedule 5.18 is a 
schedule showing with respect to the Borrower and each Subsidiary of the 
Borrower (i) the jurisdiction in which such entity is organized; (ii) 
the classes and number of authorized and outstanding shares of capital 
stock or units of membership interests, as applicable, of the Borrower 
and each of the Subsidiaries, and the record and beneficial owners of 
the membership interests or capital stock, as applicable, of the 
Borrower and each Subsidiary.  All of the outstanding capital stock or 
membership interests, as applicable, of the Borrower and each Subsidiary 
of the Borrower has been duly authorized and issued and is fully-paid 
and non-assessable; and, except as indicated in Schedule 5.18, free and 
clear of any pledge, charge, lien, security interest or other 
encumbrance or restriction on transfer (other than liens granted to the 
Banks pursuant to the Pledge Agreement)."

     (g)  Section 6.5 of the Credit Agreement is hereby amended by 
inserting the words "or limited liability company status, as applicable" 
after the words "corporate existence" in line 3 thereof.

     (h)  Section 6.9(a)(ii) is hereby amended and restated in its 
entirety to read as follows:  

          "(ii) the provisions of its charter documents and By-Laws or 
limited liability company agreement, as applicable,".

     (i)  Section 6.18 of the Credit Agreement is hereby amended by 
inserting the words "or units of membership interest, as applicable," 
after the words "capital stock" in the last line thereof.

     (j)  Section 7.1(k) of the Credit Agreement is hereby amended by 
inserting the words "or membership interests, as applicable," after the 
words  "capital stock" in line 12 thereof.

     (k)  Section 7.3(f) is hereby amended and restated in its 
entirety to read as follows:  

          "(f) Investments by the Borrower in the common stock or 
membership interest, as applicable, of any Subsidiary of the Borrower, 
and by any Subsidiary of the Borrower in the common stock or membership 
interest, as applicable, of any other Subsidiary of the Borrower;".

     (l)  Section 9.8 is hereby amended and restated in its entirety 
to read as follows:  "Pledged Stock or Membership Interests.  The Agent 
shall have received in pledge original certificates evidencing all the 
outstanding capital stock or membership interest, as applicable, of the 
Borrower and each of its Subsidiaries (or, in the case of the Majority-
Owned Subsidiaries, 80% of the outstanding capital stock thereof), 
together with appropriate instruments of assignment for each such 
certificate duly endorsed in blank."

     (m)  Section 11(i) of the Credit Agreement is hereby amended by 
inserting the words "or holders of membership interests, as applicable" 
after the word "stockholders" in line 7 thereof.

     (n)  Section 11(o) is hereby amended and restated in its entirety 
to read as follows:  "(o)  the Borrower shall, at any time, legally or 
beneficially own, directly or indirectly through one or more other 
Subsidiaries, less than one hundred percent (100%) of the outstanding 
shares of capital stock or units of membership interests, as applicable, 
of each of its Subsidiaries (or, with respect to the Majority-Owned 
Subsidiaries, at least 80% of the outstanding shares of capital stock of 
each Majority-Owned Subsidiary);".


ARTICLE II

CONSENT

     Notwithstanding anything to the contrary in the Credit Agreement, 
the Banks and the Agent hereby consent to the following: (a) the 
formation under the laws of State of Delaware of three new limited 
liability companies, KATV LLC, KTUL LLC, and WCIV LLC (collectively, the 
"LLCs," and each an "LLC") as Subsidiaries of the Borrower; and (b) the 
merger of (i) KATV Television, Inc. with and into KATV LLC; (ii) KTUL 
Television, Inc. with and into KTUL LLC; and (iii) First Charleston 
Corp. with and into WCIV Television, Inc.; and (iv) WCIV Television, 
Inc. with and into WCIV LLC, provided that, in each case, the LLCs are 
the surviving entity of such merger, and provided further that, the 
membership interests of each such LLC are pledged to the Agent for the 
benefit of the Banks and Agent as collateral security for the 
Obligations pursuant to the Pledge of Membership Interests Agreement.


ARTICLE III

REPRESENTATIONS AND WARRANTIES

     The Borrower hereby represents and warrants to the Agent and each 
of the Banks as of the date of this Modification as follows:

     SECTION 3.1.  Binding Effect of Documents, etc.  This Modification 
has been duly executed and delivered by the Borrower.  The agreements 
and obligations of the Borrower contained in this Modification 
constitutes the legal, valid and binding obligation of the Borrower and 
are enforceable against the Borrower in accordance with their respective 
terms, except that (a) such enforceability may be subject to bankruptcy, 
insolvency, reorganization, moratorium or other similar laws now or 
hereafter in effect relating to creditors' rights and (b) the remedy of 
specific performance and injunction and other forms of equitable relief 
may be subject to equitable defenses and to the discretion of the court 
before which any proceeding therefor may be brought.

     SECTION 3.2.  Authority, etc.  The execution and delivery by the 
Borrower of this Modification has been duly and properly authorized by 
all necessary corporate or other action on the part of the Borrower and 
does not (a) contravene any provision of its certificate of 
incorporation, By-Laws or other comparable governing documents, 
(b) conflict with, result in a breach of the terms, conditions or 
provisions of, constitute a default under or result in the creation of 
any lien upon any of the property of the Borrower under, any agreement 
or instrument to which it is a party or by which the Borrower or its 
property is bound, (c) violate or contravene any provision of any 
requirement of law or any decree, license, order or judgment of any 
Governmental Authority binding on the Borrower or its Subsidiaries, in 
any of the foregoing cases in a manner that is reasonably likely to 
result in the imposition of substantial penalties or materially and 
adversely affect the financial condition, properties or business of the 
Borrower and its Subsidiaries, taken as a whole or the Borrower's 
ability to perform the Obligations, (d) result in or permit the 
acceleration of any Indebtedness of the Borrower, or (e) require any 
consents or approvals from any shareholders of the Borrower.

     SECTION. 3.3.  No Defaults.  After giving effect to this 
Modification, no Defaults or Events of Default are continuing.


ARTICLE IV

EFFECTIVENESS

     This Modification shall be effective, as of the date set forth 
above, upon receipt by the Agent of (a) counterparts of this Agreement 
duly executed; delivered by each of the Majority Banks and the Borrower 
and (b) counterparts of the Pledge of Membership Interests Agreement 
duly executed and delivered by each of the Majority Banks, the Borrower, 
and each LLC; (c) charter documents and limited liability company 
agreements for each LLC; and (d) certificates, dated as of a recent 
date, of the Secretary of State of Delaware certifying as to the 
existence and good standing of each of the LLCs.


ARTICLE IV

PROVISIONS OF GENERAL APPLICATION

     Except as otherwise expressly provided by this Modification, all 
of the terms, conditions and provisions of the Credit Agreement and each 
of the other Loan Documents remain unaltered.  All of the Obligations of 
the Borrower to the Agent and the Banks under the Credit Agreement and 
the other Loan Documents are, by the execution and delivery by the 
Borrower of this Modification, ratified and confirmed by the Borrower in 
all respects.  This Modification and the rights and obligations 
hereunder of each of the parties hereto shall be governed by and 
interpreted and determined in accordance with the laws of The 
Commonwealth of Massachusetts.  This Modification shall be a Loan 
Document.  This Modification shall be binding upon and inure to the 
benefit of each of the parties hereto and their respective successors in 
title and assigns.  This Modification may be executed in any number of 
counterparts, but all of such counterparts shall together constitute but 
one and the same agreement.  In making proof of this Modification, it 
shall not be necessary to produce or account for more than one 
counterpart thereof signed by each of the parties hereto.


     If you are in agreement with the foregoing, please sign the 
enclosed counterparts of this Modification and return such counterparts 
to the undersigned, whereupon this Modification shall become a binding 
agreement between the undersigned, the Agent and the Banks on and as of 
the date first above written.


                              Very truly yours,

                              ALLBRITTON COMMUNICATIONS
                                COMPANY



                              By: /S/ Henry D. Morneault
                              --------------------------
                              Title: Vice President


     The foregoing Modification is hereby accepted by the undersigned 
Agent and Majority Banks on and as of the date first above written.

BANKBOSTON, N.A. 
(f/k/a The First National Bank of Boston),
  individually and as Agent

By: /S/ David B. Herter
----------------------------------
Title: Managing Director


MELLON BANK, N.A.

By: /S/ John T. Kranefus
----------------------------------
Title: Assistant Vice President


BANK OF MONTREAL

By: /S/ W.T. Calder
----------------------------------
Title: Director