8-K

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): December 10, 2008

FISHER COMMUNICATIONS, INC.

(Exact Name of Registrant as Specified in its Charter)

Washington	000-22439	91-0222175
(State or Other Jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification No.)
100 Fourth Avenue, N., Suite 510, Seattle, Washington		98109
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (206) 404-7000

(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 obligation 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))

Section 5 — Corporate Governance and Management

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

     On December 10, 2008, the Board of Directors of Fisher Communications, Inc. (the “Company”) appointed Hassan N. Natha, the Company’s Principal Accounting Officer. Mr. Natha replaces Joseph Lovejoy as Principal Accounting Officer. Mr. Lovejoy will remain the Company’s Senior Vice President and Chief Financial Officer.

     Mr. Natha, age 49, has over 17 years of professional experience, most recently as Chief Financial Officer and Corporate Secretary of Jones Soda Co., a beverage company. Prior to joining Jones Soda, Mr. Natha served as an associate with CFO Selections, a professional CFO services firm from August 2005 to January 2006, a principal of B2BCFO, a CFO professional services firm, from March 2003 to July 2005, and Chief Financial Officer of Washington Gaming Inc., a private real estate and gaming company, from January 2002 to December 2002. From October 2000 to December 2001, he served as senior manager of Accenture Inc. Mr. Natha is a Certified Public Accountant and received a Bachelor of Commerce (Accounting) from Concordia University and a Graduate Diploma of Public Accountancy from McGill University.

     Upon joining the Company, Mr. Natha executed the Company’s standard employment offer letter setting forth the initial compensation and benefits he is entitled to receive as Vice President of Finance of the Company. The following description of the offer letter does not purport to be complete, is intended to be a brief summary of its material terms, and is qualified in its entirety by reference to the copy of the offer letter attached to this Current Report as Exhibit 99.1.

     The offer letter provides that Mr. Natha will be an at-will employee reporting to the Company’s Chief Financial Officer. Mr. Natha will receive an annual base salary of $180,000 and will be eligible for participation in the Company’s Short-Term Incentive Plan, with a payout target equal to 25% of his base salary. In addition, Mr. Natha will participate in the Company’s Long-Term Incentive Plan, pursuant to which he will be eligible to receive annual awards of long-term equity compensation in accordance with the terms of the plan. Mr. Natha received an initial stock option grant to purchase 2,000 shares of the Company’s common stock and 500 restricted stock units, both scheduled to vest annually in 20% increments over a five year period. The stock options have an exercise price equal to the reported closing price of the Company’s common stock on the date of grant.

Section 7 — Regulation FD

Item 7.01 Regulation FD Disclosure

      Attached to this Current Report as Exhibit 99.2 is a press release issued by the Company on December 16, 2008 to report the appointment of Hassan Natha as Principal Accounting Officer. Also attached hereto as Exhibit 99.3 is a letter to the Company’s shareholders from the Company’s Chief Executive Officer dated December 16, 2008. The information included in the press release and shareholder letter is considered to “furnished” with the Securities Exchange Act of 1934, as amended.

Section 9 — Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits

     (d) Exhibits

     99.1 Employment Offer Letter

     99.2 Press Release, dated December 16, 2008

     99.3 Shareholder Letter, dated December 16, 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.

Dated: December 16, 2008	FISHER COMMUNICATIONS, INC.
	By	/s/ Joseph L. Lovejoy
		Joseph L. Lovejoy
		Senior Vice President
		Chief Financial Officer

Exhibit Index

99.1 Employment Offer Letter

99.2 Press Release, dated December 16, 2008

99.3 Shareholder Letter, dated December 16, 2008

EX-99.1

Exhibit 99.1

November 6, 2008

Hassan Natha
[Address]

Dear Hassan;

At this time it gives me great pleasure to extend an offer to you to join our team as the VP of Finance for Fisher Communications, Inc. We believe that with your experience, you will be very successful at Fisher. I would like to take this opportunity to confirm the specifics regarding this offer of employment.

Position

As VP of Finance, you will report directly to me, Joe Lovejoy, Chief Financial Officer. Your start date will be on or before December 1, 2008. Please report to me at on your first day. This is a Full-Time with benefits position that is Exempt under the Fair Labor Standards Act. Your introduction and orientation will be scheduled within the first week of your employment.

General Responsibilities

Your position is primarily responsible for the following items; but a complete job description is available at your request:

• Direct the accurate and timely dissemination of financial information that will assist management in making educated economic decisions about the strategic direction of the Company and ensure legal and regulatory compliance for all accounting and financial reporting functions.

• The VP Finance will have significant hands-on responsibilities that require solid accounting and reporting knowledge and abilities including frequent deadlines inherent in a public-company environment.

• Assist with developing, implementing, and maintaining accounting policies, procedures and internal controls consistent with GAAP, SEC, FASB, PCAOB, and other applicable regulatory bodies.

• SOX 404 monitoring and testing as well as assistance with quarterly SEC research and reporting.

• Prepares information and supporting materials for Board of Director and Audit Committee meetings.

Compensation

Your starting salary will be $180,000 per year. Paydays are bi-weekly every other Friday. You will also be eligible for a target bonus in the amount of 25% of your base compensation. Payment of the bonus will depend on the overall performance of the company, which will be prorated based on your start date. In addition, as an officer of the Company, you qualify to participate in the Long-Term Incentive plan.

Benefits Package

On the first of the month following your hire date, you are eligible for the Medical/Dental/Vision plan. Fisher Communications offers two comprehensive medical/dental plans: the Core Plan and the Premium Plan. Both plans have extensive networks.

Fisher also offers Short-Term/Long-Term Disability insurance, Life insurance, Accidental Death and Dismemberment, an Employee Assistance Program, and Flexible Spending Accounts (FSAs). The FSAs are for health care and dependent care.

Customarily, you will be entitled to paid vacation in accordance with the company handbook. You begin accruing vacation at the rate of three weeks of vacation per year.

Financial benefits are also part of the Fisher package. If you elect to participate in the Fisher 401(k) program, it offers a match of 50 cents on the dollar for the first 4% of pay contributed each year. The Company match will help your retirement portfolio grow.

Employment

Your employment is defined as at-will under applicable law. As is Fisher policy, nothing in this letter is intended to alter the at-will nature of your employment relationship. Accordingly, either you or Fisher can terminate the employment relationship at any time, with or without cause, and with or without prior notice. This letter should not be construed as an employment contract of any kind. Your employment is contingent upon you providing documentary evidence of your identity and eligibility for employment in the United States within three days of employment. Finally, you employment is contingent upon contingent upon successful completion of a background check, drug screen, and reference checks.

We are looking forward to working with you and to a successful relationship. If you have any questions, feel free to contact me. Please sign and return this offer letter to me by November 10, 2008.

Sincerely,

Joe Lovejoy	Date
Chief Financial Officer
Karen Aliabadi	Date
VP Human Resources

Acceptance: I have read, understand, and accept this offer of at-will employment.

Hassan Natha Date

EX-99.2

Exhibit 99.2

MEDIA RELEASE

Fisher Communications, Inc. Names Hassan Natha as
Vice President/Finance and Principal Accounting Officer

SEATTLE, WA — (Marketwire) — December 16, 2008 — Fisher Communications, Inc. (NASDAQ: FSCI) announced today that Hassan N. Natha has joined the Company as Vice President/Finance. Additionally, Mr. Natha has been appointed the Company’s principal accounting officer and will lead the Company’s accounting, financial reporting and audit functions, filling a position that has been vacant since October. Mr. Natha will report to Joseph L. Lovejoy, Senior Vice President and Chief Financial Officer.

We’re delighted that Hassan has joined our leadership team,” commented Mr. Lovejoy. “With his background and experience, his contribution will be vital as we continue to improve the level of transparency we provide our stakeholders.”

Mr. Natha, age 49, has over 17 years of professional experience, most recently as Chief Financial Officer and Corporate Secretary of Jones Soda Co. Prior to joining Jones Soda, Mr. Natha served from August 2005 to January 2006 as an associate with CFO Selections, a professional CFO services firm; from March 2003 to July 2005 as a principal of CFO professional services firm B2BCFO; and from January 2002 to December 2002 as the Chief Financial Officer of Washington Gaming Inc., a private real estate and gaming company. He served as senior manager of Accenture Inc. from October 2000 to December 2001.

Mr. Natha is a Certified Public Accountant and received a Bachelor of Commerce (Accounting) from Concordia University and a Graduate Diploma of Public Accountancy from McGill University.

About Fisher Communications

Fisher Communications, Inc. is a Seattle-based communications company that owns and operates 13 full power television stations (including a 50%-owned television station), 7 low power television stations and 8 radio stations in the Western United States. The Company owns and operates Fisher Pathways, a satellite and fiber transmission provider; Fisher Plaza, a media, telecommunications, and data center facility located near downtown Seattle; and Pegasus News, an online start-up and hyper-local media pioneer based in Dallas. For more information about Fisher Communications, Inc., go to www.fsci.com.

Media Contacts:

Sard Verbinnen & Co
Paul Kranhold or Ron Low
(415) 618-8750

EX-99.3

Exhibit 99.3

Fisher Communications, Inc.
100 4^th Avenue North, Suite 510
Seattle, WA 98109
Tel: (206) 404-7000
Fax: (206) 404-6037
www.fsci.com

December 16, 2008

Dear Fellow Shareholders,

As 2008 draws to a close, I want to take this opportunity to update you on Fisher’s financial and operational performance. Obviously, much has transpired since our annual shareholder meeting in April, including the acceleration of the economic slowdown, the unprecedented turmoil in the global financial markets, and the need for government intervention in the banking and possibly the automotive industries. Given these tumultuous events, I believe it is important for you to have a clear understanding of what your management team is doing to navigate the Company through these difficult economic conditions to position Fisher well, so we will emerge from the current cycle an even stronger competitor.

As you know, the financial, housing, automotive and credit crises have affected the entire U.S. broadcast industry, as advertising budgets have contracted in the face of lower consumer spending and the fear that is prevalent in markets we serve. As a consequence, small cap broadcast stocks are retaining a median of approximately 6% of their 52-week high. In comparison, Fisher has retained 53%, according to the latest Goldman Sachs report.

I continue to believe that much of the recent stock trend is being driven by investor uncertainty about the economy and financial markets as a whole, and not by the long-term fundamentals of companies like Fisher. For example, many institutional investors are being forced to sell positions they may otherwise wish to hold long-term in order to accommodate redemption requests from their own investors, which has put further downward pressure on share prices.

While we are clearly disappointed in the recent performance of Fisher stock, we do not believe the current stock price accurately reflects the value of the assets we own and operate, the strength of our balance sheet, and the momentum and growth we are seeing in our stations and Internet business.

Notwithstanding the near-term economic challenges, your management team and Board of Directors continue to work diligently to transform Fisher into a high-performing regional leader in the broadcasting industry. Over the past three years, we have taken a number of significant steps that have delivered immediate value to our shareholders, as well as prepared the Company to take full advantage of the long-term growth opportunities that we believe will be available once the economic recovery begins. These efforts include:

• Returning value to shareholders — Earlier this year, Fisher paid a special dividend of $3.50 per share, which returned capital to our shareholders under a program that had minimal transaction costs for the Company. We will continue to examine and look for strategic opportunities to return value to our shareholders and are committed to doing so in a way that is in the best interests of the Company and our shareholders.

• Increasing our market share — Despite the impact of reduced advertiser spending, Fisher’s overall station revenue has consistently gained share. Last year we gained 50 basis points and are currently working to continue such growth in the remainder of 2008 and in 2009. There are only two ways to grow share and that is by growing ratings or taking revenue from our competitors, which is exactly what we are doing, including significant gains in both Bakersfield and Seattle.

• Improving content — The key to winning precious advertising dollars is to provide the quality content that attracts an audience demographic that is valuable to our customers. I am pleased to report that in six of the seven television markets currently served by Fisher stations, we rank first or second in early evening news and rank first or second from sign-on to sign-off.

• Diversifying demographic reach — Our strategy to invest in Spanish-language stations continues to deliver positive results. During the first three quarters of the year, our Spanish-language stations generated revenue

	growth of 34.4% and broadcast cash flow growth of 85.6%. We believe these strong growth trends will continue into the future.
•	Identifying new lines of revenue — Our Internet business is one of the fastest areas of growth for the Company. In the most recent quarter, our online business saw revenue growth of more than 20% and experienced an increase in overall visitors.
•	Integrating high-margin acquisitions — We have successfully integrated the acquisitions of KBAK-TV and KBFX-TV in Bakersfield, creating an effective duopoly structure that has reduced newsroom costs and improved station margins. For the first three quarters of 2008, broadcast cash flow margins at our Bakersfield stations improved 500 basis points from the previous year.

Since we cannot predict when the economic recovery will begin, we have been very cautious on our cost structure during this time. We have taken a number of aggressive steps to reduce our costs, while ensuring that the competitive positions and journalistic quality of our operating companies remain intact. This year, we have centralized duplicative corporate and administrative programs, reduced our workforce by 10%, as well as instituted a wage freeze, suspended the 401(k) match program and reduced discretionary spending. In addition, no 2008 cash bonuses will be paid to the executive management team nor will general salary increases be given across the Company in 2009. In fact, to help Fisher navigate through these challenging times and to demonstrate that accountability and actions matter, I have decided to take a voluntary 10% reduction in my base salary for 2009, and have been joined in my offer by Rob Dunlop, our Senior Vice President of Operations. Many of our station leaders and other selected key employees have followed my lead by volunteering to take a 5% reduction in their base salaries for 2009. And in keeping with the task of resetting expenses to align with the country’s current economic environment, the Company will continue to pursue additional cost-saving measures.

Many of these measures are difficult on our dedicated workforce, but I can assure you that our employees are working hard to create value for you — the shareholders of the Company. They understand the challenges we face and are committed to Fisher’s long-term success.

The next year holds many opportunities for the Company. We enter 2009 with a strong balance sheet and cash on hand. On the operational side, we hold strong positions in each of our television markets and will be aggressively looking to extend our leadership position. In addition, we expect to negotiate retransmission agreements that will generate revenue from cable and satellite companies. 2009 will also be the first time in many years that our radio business will operate without the Seattle Mariners programming agreement and the significant costs associated it.

In 2009, we celebrate the 100^th anniversary of Fisher. From our origins as a flour milling company through our transition into the broadcasting company we are today, Fisher has a history of not only persevering, but also adapting to the ever-changing world in which we operate. The next 12 to 18 months will be challenging for almost every sector, including the broadcast industry.

I have every confidence that we have the right strategy and management team in place to be successful and deliver the strongest returns for our shareholders over the long-term. I firmly believe we are well-positioned and making the necessary changes to emerge as an even stronger company.

Thank you for continued support of Fisher and I look forward to updating you on our progress in the future. Best wishes for the holidays and a Happy New Year.

Sincerely,

Colleen B. Brown
President and Chief Executive Officer