8-K

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

October 13, 2005

Date of Report

(Date of earliest event reported)

FISHER COMMUNICATIONS, INC.

(Exact Name of Registrant as Specified in Charter)

Washington	000-22439	91-0222175
(State or Other Jurisdiction of Incorporation)	(Commission File No.)	(IRS Employer Identification No.)

100 Fourth Avenue N., Suite 510, Seattle, Washington 98109

(Address of Principal Executive Offices, including Zip Code)

(206) 404-7000

(Registrant’s Telephone Number, Including Area Code)

(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 (see General Instruction A.2. below):

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

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

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

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

Item 8.01 Other Events.

Attached as exhibits to this Form 8-K is the standard form of Non-Qualified Stock Option Contract and the standard form of Restricted Stock Rights agreement for options and restricted stock rights granted under the Fisher Communications Incentive Plan of 2001.

Item 9.01 Financial Statement and Exhibits.

(c) Exhibits

Exhibit No.	Description
10.1	Form of Non-Qualified Stock Option Contract under the Fisher Communications Incentive Plan of 2001.
10.2	Form of Restricted Stock Rights agreement under the Fisher Communications Incentive Plan of 2001.

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.

	FISHER COMMUNICATIONS, INC.
Dated: October 13, 2005	By	/s/ Robert C. Bateman
		Robert C. Bateman
		Senior Vice President
		Chief Financial Officer

Exhibit Index

Exhibit No.	Description
10.1	Form of Non-Qualified Stock Option Contract under the Fisher Communications Incentive Plan of 2001.
10.2	Form of Restricted Stock Rights agreement under the Fisher Communications Incentive Plan of 2001.

EX-10.1

Exhibit 10.1

FISHER COMMUNICATIONS, INC.

Non-Qualified Stock Option Contract

Fisher Communications, Inc. (“Company”) hereby grants to                                  (“Optionee”) a non-qualified option to purchase                  (                ) shares of the Common Stock of the Company, subject to the following terms and conditions:

1. TERM. This option contract is effective from the date stated below until the earlier of (i) the close of business ten years from such date or (ii) such other date as may apply pursuant to paragraph 4 of the Standard Provisions relating to retirement, death, disability or other termination of employment.

2. PURCHASE PRICE. Optionee may purchase the shares covered by this option contract at a price of                                                   ($            ) per share.

3. LIMITATIONS ON EXERCISE (VESTING). Except as otherwise provided in the Standard Provisions, this option may be exercised (or, as stated herein, shall “vest”) as follows:

(i) On or after                                         , up to but not exceeding 20% of the total number of shares covered by this option;

(ii) On or after                                         , up to but not exceeding 40% of the total number of shares covered by this option;

(iii) On or after                                         , up to but not exceeding 60% of the total number of shares covered by this option;

(iv) On and after                                         , up to but not exceeding 80% of the total number of shares covered by this option;

(v) On and after                                         , up to the full total number of shares covered by this option.

4. STANDARD PROVISIONS. Each provision stated in the attached FISHER COMMUNICATIONS, INC. STANDARD PROVISIONS APPLICABLE TO STOCK OPTIONS (“Standard Provisions”) is incorporated by reference into this option contract.

Dated this              day of                         ,         .
FISHER COMMUNICATIONS, INC.	OPTIONEE
By:

FISHER COMMUNICATIONS, INC.

STANDARD PROVISIONS APPLICABLE TO STOCK OPTIONS GRANTED

UNDER THE FISHER COMMUNICATIONS INCENTIVE PLAN OF 2001

1. EXERCISE OF OPTIONS. As an option vests pursuant to paragraph 3 of the option contract, Optionee may exercise up to the total number of shares that have vested, subject to a minimum purchase of 10 shares at any one time. Shares that have vested may be purchased at any time until the option contract terminates. All unexercised options will terminate upon the expiration of the option contract term.

2. METHOD OF EXERCISE. To exercise an option, in whole or in part, the Optionee shall deposit with the Chief Executive Officer of Fisher Communications, Inc. (“Company”) a written notice identifying the option by date and designating the number of shares as to which Optionee is exercising the option, accompanied by payment in full for the number of shares being purchased.

3. OPTION NOT TRANSFERABLE. Options are not transferable except by will or by the laws of the descent and distribution, and during the lifetime of the Optionee, only the Optionee, the holder of the Optionee’s power of attorney or the Optionee’s guardian may exercise an option.

4. EXPIRATION OR EARLY TERMINATION OF OPTION CONTRACT.

(a) If the Optionee retires under normal retirement policies of the Company or a subsidiary having reached age 65, the option may be exercised at any time prior to its expiration date, but in any event no later than the fifth anniversary date of the Optionee’s termination of employment.

(b) If the Optionee dies while in the employment of the Company or a subsidiary, the option may be exercised at any time prior to its expiration date by the person(s) to whom the Optionee’s rights pass by will or by operation of law, without regard to any limitations relating to continued employment or installment vesting.

(c) If the employment of the Optionee terminates because of a disability within the meaning of Section 2(c) of the Plan, the option may be exercised at any time prior to its expiration date without regard to any limitations relating to continued employment or installment vesting.

(d) If the employment of the Optionee terminates for any reason other than the Optionee’s normal retirement, death or disability within the meaning of Section 2(c) of the Plan, the option may be exercised at any time prior to its expiration date or the expiration of three months after the date of such termination of employment, whichever is the shorter period, but only to the extent the Optionee was entitled to exercise the option at the date of such termination.

(e) If the Optionee dies after the date the Optionee’s employment with the Company or a subsidiary is terminated, then the option may be exercised during the applicable post-termination exercise period by the person(s) to whom such rights pass by will or by the laws of descent and distribution, but only to the extent the Optionee was entitled to exercise the option at the date of the Optionee’s termination of employment.

5. RIGHTS AS STOCKHOLDER. Neither the Optionee nor Optionee’s legal representative, heir, legatee or distributee shall be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares subject to an option, until after the stock is issued.

6. PROVISIONS OF THE FISHER COMMUNICATIONS INCENTIVE PLAN OF 2001. The option is subject to all of the provisions of the Fisher Communications Incentive Plan of 2001 and, to the extent provided in such Plan, to all constructions, interpretations, rules and regulations which may from time to time be promulgated pursuant to or in connection with the Plan.

EX-10.2

Exhibit 10.2

RESTRICTED STOCK RIGHTS

Issued Under the Fisher Communications Incentive Plan of 2001

Fisher Companies Inc. (“the Company”) hereby grants to                              (“Employee”) the following restricted stock rights pursuant to, and in accordance with the provisions of, the Fisher Communications Incentive Plan of 2001 (the “Plan”). Any capitalized terms not defined herein shall have the same meaning as set forth in the Plan.

1. Shares Subject to Rights. The Company shall issue to Employee the number of shares of common stock of the Company (the “Shares”) listed on the following schedule on the dates listed below (the “Target Dates”) if, and only if, Employee remains continuously employed by the Company or a Subsidiary of the Company up to and including the respective Target Date:

Target Date	Shares to be Issued on Target Date
Total

2. Tax Withholding. As a condition to receiving the Shares attributable to a Target Date, Employee must tender to the Company on or before the respective Target Date an amount sufficient to satisfy all applicable federal, state and local withholding tax requirements (“Tax Requirements”) determined by reference to the fair market value of the Shares on that Target Date. The Company shall use its best efforts to advise Employee of the anticipated amount of the Tax Requirements before the Target Date.

3. Independent Tax Advice. Employee acknowledges that determining the actual tax consequences to Employee of receiving the restricted stock rights and the cash payable in connection with the restricted stock rights may be complicated. These tax consequences will depend, in part, on Employee’s specific situation and may also depend on the resolution of currently uncertain tax law and other variables not within the control of the Company. Employee is aware that Employee should consult a competent and independent tax advisor for a full understanding of the specific tax consequences to Employee of the restricted stock rights and the cash payable in connection with the restricted stock rights. Prior to executing this agreement, Employee has either consulted with a competent tax advisor independent of the Company to obtain tax advice concerning the restricted stock rights and the cash payable in connection therewith in light of Employee’s specific situation or has had the opportunity to consult with such a tax advisor but has chosen not to do so.

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4. Termination of Employment. If Employee voluntarily or involuntarily ceases to be an employee of the Company or a Subsidiary of the Company prior to a Target Date for any reason other than Employee’s death or disability, Employee shall have no rights to receive any Shares attributable to those Target Dates which are subsequent to the date of employment termination; provided however, Employee shall be entitled to receive any Shares attributable to Target Dates which are prior to the date of employment termination to the extent Employee has not received such Shares prior to employment termination. For purposes of this grant, a leave of absence shall constitute a termination of employment unless the Committee that administers the Plan adopts guidelines that specifically provide that such a leave of absence does not constitute a termination of employment for purposes of the Plan. Nothing herein shall be construed or interpreted to confer upon Employee any rights to continued employment by the Company or a Subsidiary of the Company, or to interfere in any way with the right of the Company, in its sole discretion, to terminate Employee at any time.

5. Death or Disability. In the event Employee’s employment by the Company or a Subsidiary of the Company shall terminate by reason of Employee’s death or Employee’s disability within the meaning of Section 22 (e)(3) of the Code, then, with respect to this grant of restricted rights under the Plan, Employee or the personal representative of Employee’s estate, as the case may be, shall as soon as practical following the Employee’s date of death or the date of determination of disability be issued a number of shares of the Company’s common stock equal in number to the total number of unissued shares covered by this grant. Such shares or payment shall be issued or made without regard to any other service requirement stated in such restricted rights.

6. Additional Compensation Payments. So long as Employee remains in the continuous employ of the Company or a Subsidiary of the Company, then, with respect to the Shares that are to be issued on each Target Date hereunder, the Company shall pay to Employee during the period commencing with the date hereof and ending on such Target Date, as additional compensation, an amount of cash equal to the dividends that would have been payable to the Employee during such period if Employee had owned such Shares. Such amounts shall be paid as near in time as reasonably practical to the applicable dividend payment dates. Upon termination of employment, Employee shall lose any rights to receive any further payments under this paragraph even if the termination of employment occurs after the applicable ex-dividend date for a particular dividend.

7. Rights Not Transferable. The rights granted to Employee hereunder shall not be transferable except by will or by the laws of descent and distribution of the state or country of Employee’s domicile at the date of death. During the lifetime of Employee, only the Employee or the guardian of the Employee may exercise any right granted hereunder.

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8. Rights as Stockholder. Neither Employee, nor Employee’s personal representative, heir, legatee or distributee, shall be deemed to be a holder of, or to have any rights with respect to, any Shares subject to the rights hereunder until such Shares are issued.

9. No Separate Fund. Employee is hereby informed that the Company has not set aside or segregated any assets, or established any separate account or fund, to insure payments of its obligations hereunder.

10. Other Plan Provisions. The rights granted hereunder are subject to all of the provisions of the Plan, and, to the extent herein provided, to all contributions, interpretations, rules and regulations which may from time to time be promulgated pursuant to or in connection with the Plan.

11. Plan Document. By signing in the space provided below and acknowledging acceptance of the rights granted hereunder, Employee further acknowledges that Employee has received a prospectus which includes the text of the Plan and has been afforded an opportunity to ask any questions that he or she may have regarding the Plan or the rights granted hereunder.

12. No Waiver. No waiver of any provision of this agreement will be valid unless in writing and signed by the person against whom such waiver is sought to be enforced, nor will failure to enforce any right hereunder constitute a continuing waiver of the same or a waiver of any other right hereunder.

13. Governing Law. This agreement will be governed by and construed in accordance with the laws of the State of Washington.

Dated this          day of                     ,         .

FISHER COMMUNICATIONS, INC.

By:

Accepted by                                          Date                                 

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