10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended June 30, 2011

or

¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from              to             

Commission File Number: 0-22439

FISHER COMMUNICATIONS, INC.

(Exact Name of Registrant as Specified in Its Charter)

WASHINGTON	91-0222175
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification Number)

140 Fourth Ave. N., Suite 500

Seattle, Washington 98109

(Address of Principal Executive Offices) (Zip Code)

(206) 404-7000

(Registrant’s Telephone Number, Including Area Code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	¨	Accelerated filer	x
Non-accelerated filer	¨  (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:

Common Stock, $1.25 par value, outstanding as of July 28, 2011: 8,827,709

PART I

FINANCIAL INFORMATION

Item 1.	Financial Statements
The following Condensed Consolidated Financial Statements are presented for Fisher Communications, Inc., and its subsidiaries.
1.	Condensed Consolidated Statements of Operations (unaudited): Three and six months ended June 30, 2011 and 2010	3
2.	Condensed Consolidated Balance Sheets (unaudited): June 30, 2011 and December 31, 2010	4
3.	Condensed Consolidated Statements of Cash Flows (unaudited): Six months ended June 30, 2011 and 2010	5
4.	Condensed Consolidated Statements of Comprehensive Income (Loss) (unaudited): Three and six months ended June 30, 2011 and 2010	6
5.	Notes to Condensed Consolidated Financial Statements (unaudited)	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	29
Item 4.	Controls and Procedures	29
PART II OTHER INFORMATION
Item 1.	Legal Proceedings	30
Item 1A.	Risk Factors	30
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	30
Item 3.	Defaults Upon Senior Securities	30
Item 4.	(Removed and Reserved)	30
Item 5.	Other Information	30
Item 6.	Exhibits	31
SIGNATURES		32
EXHIBIT INDEX		33

2

Fisher Communications, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

(Unaudited)

	Three months ended June 30,						Six months ended June 30,
(in thousands, except per-share amounts)	2011			2010			2011			2010
Revenue	$	40,350		$	40,396		$	77,902		$	75,396
Operating expenses
Direct operating costs		17,217			17,453			34,891			34,393
Selling, general and administrative expenses		13,417			14,360			28,167			27,620
Amortization of broadcast rights		2,905			2,963			5,875			5,933
Depreciation and amortization		2,672			3,682			5,330			7,318
Gain on sale of real estate, net		(4,089	)		—			(4,089	)		—
Plaza fire reimbursements, net		(105	)		(309	)		(183	)		(400	)
Gain on asset exchange, net		—			(842	)		—			(1,782	)
Total operating expenses		32,017			37,307			69,991			73,082
Income from continuing operations		8,333			3,089			7,911			2,314
Loss on extinguishment of senior notes, net		(948	)		(72	)		(1,058	)		(72	)
Other income, net		100			106			180			163
Interest expense		(1,878	)		(2,590	)		(4,125	)		(5,262	)
Income (loss) from continuing operations before income taxes		5,607			533			2,908			(2,857	)
Provision (benefit) for income taxes		2,065			252			1,085			(983	)
Income (loss) from continuing operations, net of income taxes		3,542			281			1,823			(1,874	)
Income from discontinued operations, net of income taxes		74			47			66			23
Net income (loss)	$	3,616		$	328		$	1,889		$	(1,851	)
Net income (loss) per share:
From continuing operations	$	0.40		$	0.03		$	0.21		$	(0.21	)
From discontinued operations		0.01			0.01			0.01			—
Net income (loss) per share	$	0.41		$	0.04		$	0.21		$	(0.21	)
Net income (loss) per share assuming dilution:
From continuing operations	$	0.40		$	0.03		$	0.21		$	(0.21	)
From discontinued operations		0.01			0.01			0.01			—
Net income (loss) per share	$	0.41		$	0.04		$	0.21		$	(0.21	)
Weighted average shares outstanding		8,834			8,798			8,822			8,793
Weighted average shares outstanding assuming dilution		8,895			8,830			8,892			8,793

See accompanying notes to condensed consolidated financial statements.

3

Fisher Communications, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(Unaudited)

(in thousands, except share and per-share amounts)	June 30, 2011			December 31, 2010
ASSETS
Current Assets
Cash and cash equivalents	$	33,298		$	52,945
Receivables, net		29,405			30,755
Income taxes receivable		—			1,353
Deferred income taxes, net		1,649			1,649
Prepaid expenses and other		2,456			2,863
Cash surrender value of annuity contracts		—			2,397
Television broadcast rights		2,060			7,855
Current assets held for sale		44			52
Total current assets		68,912			99,869
Cash surrender value of life insurance and annuity contracts		16,877			16,499
Goodwill, net		13,293			13,293
Intangible assets, net		40,425			40,543
Other assets		6,843			7,376
Assets held for sale		611			485
Property, plant and equipment, net		140,418			142,827
Total Assets	$	287,379		$	320,892
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Accounts payable	$	4,753		$	4,017
Accrued payroll and related benefits		4,187			7,896
Interest payable		1,901			2,552
Television broadcast rights payable		1,882			7,849
Income taxes payable		310			—
Current portion of accrued retirement benefits		1,117			1,117
Other current liabilities		4,783			4,388
Liabilities of business held for sale		41			27
Total current liabilities		18,974			27,846
Long-term debt		75,580			101,440
Accrued retirement benefits		18,975			18,982
Deferred income taxes, net		438			417
Other liabilities		5,723			6,981
Total liabilities		119,690			155,666
Commitments and Contingencies (Note 9)
Stockholders’ Equity
Common stock, shares authorized 12,000,000, $1.25 par value; 8,827,709 and 8,790,399 issued and outstanding at June 30, 2011 and December 31, 2010, respectively		11,035			10,988
Capital in excess of par		13,761			13,273
Accumulated other comprehensive income (loss), net of income taxes:
Accumulated loss		(2,157	)		(2,176	)
Prior service cost		(80	)		(100	)
Retained earnings		145,130			143,241
Total Stockholders’ Equity		167,689			165,226
Total Liabilities and Stockholders’ Equity	$	287,379		$	320,892

See accompanying notes to condensed consolidated financial statements.

4

Fisher Communications, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(Unaudited)

	Six months ended June 30,
(in thousands)	2011			2010
Operating activities
Net income (loss)	$	1,889		$	(1,851	)
Adjustments to reconcile net income (loss) to net cash provided by operating activities
Depreciation and amortization		5,330			7,318
Deferred income taxes		21			11
Amortization of deferred financing fees		170			217
Amortization of broadcast rights		5,875			5,933
Payments for broadcast rights		(6,057	)		(6,239	)
Gain on exchange of assets, net		—			(1,782	)
Loss on extinguishment of senior notes, net		318			72
Loss on disposal of property, plant and equipment		52			208
Gain on sale of radio station		(48	)		—
Gain on sale of real estate, net		(4,089	)		—
Amortization of non-cash contract termination fee		(731	)		(731	)
Equity in operations of equity investee		84			—
Stock-based compensation		733			603
Change in operating assets and liabilities, net
Receivables		1,358			(1,336	)
Prepaid expenses and other		408			2,639
Cash surrender value of life insurance and annuity contracts		2,019			(505	)
Other assets		136			194
Accounts payable, accrued payroll and related benefits and other current liabilities		(2,595	)		3,871
Interest payable		(651	)		(524	)
Income taxes receivable and payable		1,662			9,028
Accrued retirement benefits		31			32
Other liabilities		(428	)		(370	)
Net cash provided by operating activities		5,487			16,788
Investing activities
Proceeds from sale of radio station		48			—
Contribution to equity investee		(77	)		—
Net cash in consolidation of equity investee		—			75
Purchase of radio stations		(113	)		—
Purchase of property, plant and equipment		(3,009	)		(6,120	)
Proceeds from sale of real estate		4,164			—
Net cash provided by (used in) investing activities		1,013			(6,045	)
Financing activities
Repurchase of senior notes		(25,860	)		(17,160	)
Shares settled upon vesting of stock rights		(273	)		(104	)
Payments on capital lease obligations		(89	)		(82	)
Proceeds from exercise of stock options		75			—
Net cash used in financing activities		(26,147	)		(17,346	)
Net decrease in cash and cash equivalents		(19,647	)		(6,603	)
Cash and cash equivalents, beginning of period		52,945			43,982
Cash and cash equivalents, end of period	$	33,298		$	37,379

See accompanying notes to condensed consolidated financial statements.

5

Fisher Communications, Inc. and Subsidiaries

Condensed Consolidated Statements of Comprehensive Income (Loss)

(Unaudited)

	Three months ended June 30,						Six months ended June 30,
(in thousands)	2011			2010			2011			2010
Net income (loss)	$	3,616		$	328		$	1,889		$	(1,851	)
Other comprehensive income (loss):
Accumulated income		14			—			29			—
Effect of income taxes		(5	)		—			(10	)		—
Prior service cost		15			15			30			30
Effect of income taxes		(5	)		(5	)		(10	)		(10	)
Other comprehensive income		19			10			39			20
Comprehensive income (loss)	$	3,635		$	338		$	1,928		$	(1,831	)

See accompanying notes to condensed consolidated financial statements.

6

Fisher Communications, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements

(Unaudited)

1. Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of Fisher Communications, Inc. and its wholly-owned subsidiaries (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and notes required by generally accepted accounting principles for annual financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair statement have been included in the periods presented. Operating results for the three and six months ended June 30, 2011 are not necessarily indicative of the results that may be expected for the year ending December 31, 2011, or for any other period. The balance sheet at December 31, 2010 has been derived from the audited consolidated financial statements at that date but does not include all of the information and notes required by GAAP for annual financial statements. These unaudited condensed consolidated financial statements and notes should be read in conjunction with the Company’s audited consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2010 (“2010 Form 10-K”).

2. Significant Accounting Policies and Recent Accounting Pronouncements

The significant accounting policies used in preparation of the unaudited condensed consolidated financial statements are disclosed in the Company’s 2010 Form 10-K. With the exception of those discussed below, there have been no recent accounting pronouncements or changes in accounting pronouncements during the three and six months ended June 30, 2011, as compared to the recent accounting pronouncements described in the Company’s 2010 Form 10-K, that are of significance, or potential significance, to the Company.

The Company determined its six radio stations in Great Falls, Montana met the criteria for classification as a discontinued operation as a result of the Company’s June 2011 definitive agreement to sell the stations to STARadio. In accordance with authoritative guidance, the Company has reported the results of operations of these small-market stations as discontinued operations in the accompanying unaudited condensed consolidated financial statements. For all previously reported periods, certain amounts in the unaudited condensed consolidated financial statements have been reclassified. The assets and liabilities of the radio stations have been classified as held for sale and the net results of the operations have been reclassified from continuing operations to discontinued operations. See Note 5 to the unaudited condensed consolidated financial statements for more information.

As part of its ongoing review of property, plant and equipment asset lives, the Company determined that the asset lives of certain of its machinery and equipment categories should be increased. The increase in the lives ranged from one to ten years depending on the category. A change in depreciation method is considered a change in accounting estimate. The Company adjusted the remaining lives of existing assets effective January 1, 2011 and as a result the Company expects that future depreciation will be lower than in the prior periods. The impact of this change in estimate for the three months ended June 30, 2011 increased pre-tax income from continuing operations by approximately $815,000, increased net income by approximately $515,000 and increased diluted net income from continuing operations per share by $0.06. The impact of this change in estimate for the six months ended June 30, 2011 increased pre-tax income from continuing operations by approximately $1.6 million, increased net income by approximately $1.0 million and increased diluted net income from continuing operations per share by $0.11.

The unaudited condensed consolidated statement of cash flows presented in the Company’s earnings press release for the quarter ended June 30, 2011, filed as Exhibit 99.1 on the Company’s July 28, 2011 Current Report on Form 8-K has been revised to include the premium paid on the extinguishment of debt of $740,000 in cash flows from operating activities. This revision did not impact the unaudited condensed consolidated statement of operations or the unaudited condensed consolidated balance sheet.

3. Fair Value Measurements

The Company measures certain financial assets at fair value on a recurring basis. The fair value of these financial assets was determined based on three levels of inputs, of which, the first two levels are considered observable and the last unobservable. The three levels of inputs that may be used to measure fair value are as follows:

Level 1 – Quoted prices in active markets for identical assets or liabilities.

Level 2 – Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Assets and liabilities measured at fair value on a recurring basis consist solely of marketable securities. As of June 30, 2011 and December 31, 2010, the reported fair value of marketable securities, using Level 1 inputs, was $1.0 million. Marketable securities are included in other assets on the Company’s unaudited condensed consolidated balance sheets.

7

Fisher Communications, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements—(Continued)

(Unaudited)

As of June 30, 2011 and December 31, 2010, all of the Company’s debt was at a fixed rate and totaled $75.6 million and $101.4 million, respectively. The fair market value of long-term fixed interest rate debt is subject to interest rate risk. Generally, the fair market value of fixed interest rate debt will increase as interest rates fall and decrease as interest rates rise. The estimated fair value of the Company’s long-term debt, using Level 2 inputs, at June 30, 2011 and December 31, 2010 was $76.9 million and $104.2 million, respectively. The fair value of long-term debt is based on estimates made by investment bankers based on the fair value of the Company’s fixed rate long-term debt. For fixed rate debt, interest rate changes do not impact financial position, operations or cash flows.

4. Goodwill and Intangible Assets

The following table summarizes the carrying amount of goodwill and intangible assets (in thousands):

	June 30, 2011							December 31, 2010
	Gross carrying amount		Accumulated amortization			Net		Gross carrying amount		Accumulated amortization			Net
Goodwill (1)	$	13,293	$	—		$	13,293	$	13,293	$	—		$	13,293
Intangible assets:
Broadcast licenses (1)	$	37,430	$	—		$	37,430	$	37,430	$	—		$	37,430
Other intangible assets		285		—			285		285		—			285
Intangible assets subject to amortization (2)
Network affiliation agreement		3,560		(850	)		2,710		3,560		(732	)		2,828
Total intangible assets	$	41,275	$	(850	)	$	40,425	$	41,275	$	(732	)	$	40,543

(1) Goodwill and broadcast licenses are considered indefinite-lived assets for which no periodic amortization is recognized. The television and radio broadcast licenses are issued by the Federal Communications Commission (“FCC”) and provide the Company with the exclusive right to utilize certain frequency spectrum to air its stations’ programming. While FCC licenses are issued for only a fixed time, renewals of FCC licenses have occurred routinely and at nominal cost. Moreover, the Company has determined that there are currently no legal, regulatory, contractual, competitive, economic or other factors that limit the useful lives of its FCC licenses.

(2) Intangible assets subject to amortization are amortized on a straight-line basis. Total amortization expense for intangible assets subject to amortization for the three and six months ended June 30, 2011 was $59,000 and $118,000, respectively. Total amortization expense for intangible assets subject to amortization for the three and six months ended June 30, 2010 was $59,000 and $118,000, respectively.

The Company tests goodwill and intangible assets for impairment at least annually, as of October 1^st of each year, or whenever events indicate that impairment may exist. The Company has determined that the impairment test should be conducted at the reporting unit level, which, with respect to the broadcast operations, requires separate assessment of each of the Company’s television and radio station groups. The Company determines fair value based on valuation methodologies that include an analysis of market transactions for comparable businesses, discounted cash flows, and a review of the underlying assets of the reporting unit.

The following table presents the estimated amortization expense for the Company’s intangible assets subject to amortization for the remainder of 2011 and each of the next five years and thereafter (in thousands):

Year ending December 31,
2011	$	118
2012		236
2013		236
2014		236
2015		236
2016		236
Thereafter		1,412
	$	2,710

5. Discontinued Operations

In June 2011, the Company entered into a definitive agreement to sell its six Great Falls, Montana radio stations to STARadio Corp. (“STARadio”), which is based in Quincy, Illinois for $1.8 million, subject to certain adjustments. While the Company is awaiting approval from the Federal Communications Commission (“FCC”) to complete the sale transaction, the Company entered into

8

Fisher Communications, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements—(Continued)

(Unaudited)

a Time Brokerage Agreement (“TBA”) whereby STARadio will provide programming and related services and will sell the advertising inventory of the Company’s six small-market radio stations. The TBA remains in effect until the closing of the sale or termination of the purchase and sale agreement, whichever is earlier.

In accordance with authoritative guidance the Company has reported the results of operations of these small-market stations as discontinued operations in the accompanying unaudited condensed consolidated financial statements. For all reported periods, the Company reclassified to discontinued operations the results of the stations that the Company has entered into a definitive agreement to sell. These stations were previously included in the Company’s radio segment.

6. Sale of Real Estate

In June 2011, the Company completed the sale of two real estate parcels in Seattle, Washington not essential to current operations and received $4.2 million in pre-tax net proceeds. The Company recognized a gain of $4.1 million, which is presented as a gain on the sale of real estate, net on the Company’s unaudited condensed consolidated statement of operations for the three and six months ended June 30, 2011.

7. Joint Sales Agreement

In December 2010, the Company entered into a ten year Joint Sales Agreement (“JSA”) with NPG of Idaho, Inc., a subsidiary of News Press & Gazette Company (”NPG”), which owns and operates KIFI-TV an Idaho Falls, Idaho television station. The JSA was effective January 1, 2011. Under the JSA, NPG provides certain services supporting the operation of the Company’s television station in Idaho Falls, KIDK-TV, and sells substantially all of the station’s commercial advertising. The Company pays NPG a fixed fee pursuant to the JSA, and a performance bonus based on station performance. Contemporaneously with the JSA, the Company has entered into an option agreement with NPG, whereby NPG has a conditional option to acquire KIDK-TV from the Company until January 1, 2021, effective on the expiration or termination of the indenture governing our 8.625% Senior Notes due in 2014 (“Senior Notes”). KIDK-TV is consolidated into the Company’s unaudited condensed consolidated statements because the Company has determined that it is deemed to have a controlling financial interest in KIDK-TV for financial reporting purposes as the Company does maintain ultimate control over the policies and/or operations of the station that could most significantly impact the station. Advertising revenues earned under this JSA are recorded as revenue and JSA fees and programming expenses are recorded as operating costs.

8. Extinguishment of Senior Notes

During the three months ended June 30, 2011, the Company redeemed or repurchased $23.3 million aggregate principal amount of Senior Notes for a total consideration of $23.9 million in cash plus accrued interest of $231,000. The Company recorded a loss on extinguishment of debt of $948,000, including a charge for related unamortized debt issuance costs of approximately $283,000.

During the six months ended June 30, 2011, the Company redeemed or repurchased $25.9 million aggregate principal amount of Senior Notes for a total consideration of $26.6 million in cash plus accrued interest of $309,000. The Company recorded a loss on extinguishment of debt of $1.1 million, including a charge for related unamortized debt issuance costs of $318,000.

During the three and six months ended June 30, 2010, the Company redeemed or repurchased $17.4 million aggregate principal amount of Senior Notes for a total consideration of $17.2 million in cash plus accrued interest of $272,000. The Company recorded a net loss on extinguishment of debt of $72,000, comprised of a charge for related unamortized debt issuance costs of $272,000, partially offset by a gain on extinguishment of debt of $200,000.

9. Television and Radio Broadcast Rights and Other Broadcast Commitments

The Company acquires television and radio broadcast rights. The impact of such contracts on the Company’s overall financial results is dependent on a number of factors, including popularity of the program, increased competition from other programming, and strength of the advertising market. It is possible that the cost of commitments for program rights may ultimately exceed direct revenue from the program. Estimates of future revenue can change significantly and, accordingly, are reviewed periodically to determine whether impairment is expected over the life of the contract.

As of June 30, 2011, the Company had commitments under various agreements of $32.5 million for future rights to broadcast television programs, rights to sell available advertising time on third party radio stations and commitments under certain network affiliate agreements.

10. Retirement Benefits

The Company has a noncontributory supplemental retirement program for former executives of the Company. No new participants have been admitted to this program since 2001 and no current executive officers participate in the program. The program

9

Fisher Communications, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements—(Continued)

(Unaudited)

provides for vesting of benefits under certain circumstances. Funding is not required, but the Company has made investments in annuity contracts and maintains life insurance policies on the lives of the individual participants to assist in payment of retirement benefits. The Company is the owner and beneficiary of the annuity contracts and life insurance policies; accordingly, the cash value of the annuity contracts and the cash surrender value of the life insurance policies are reported on the consolidated balance sheet in the financial statements and the appreciation is included in the consolidated statement of operations. The supplemental retirement program requires continued employment or disability through the date of expected retirement. The cost of the program is accrued over the average expected future lifetime of the participants.

In June 2005, the program was amended to freeze accrual of all benefits to active participants provided under the program. The Company continues to recognize periodic pension cost related to the program, but the amount is lower as a result of the curtailment.

The net periodic pension cost for the Company’s supplemental retirement program is as follows (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2011		2010		2011		2010
Interest cost	$	250	$	254	$	500	$	508
Amortization of loss		22		10		44		20
Net periodic pension cost	$	272	$	264	$	544	$	528

The discount rate used to determine net periodic pension cost was 5.22% for both the three and six month periods ended June 30, 2011. The discount rate used to determine net periodic pension cost was 5.57% for both the three and six month periods ended June 30, 2010.

11. Income (loss) per share

Net income (loss) per share is based upon the weighted average number of shares outstanding during the period. Net income (loss) per share assuming dilution is based upon the weighted average number of shares and share equivalents outstanding, including the potentially dilutive impact of stock options and restricted stock rights/units issued under the Company’s incentive plans. Common stock options and restricted stock rights/units are converted using the treasury stock method.

10

Fisher Communications, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements—(Continued)

(Unaudited)

Basic and diluted net income (loss) per share has been computed as follows (in thousands, except per-share amounts):

	Three months ended June 30,				Six months ended June 30,
	2011		2010		2011		2010
Income (loss) from continuing operations, net of income taxes	$	3,542	$	281	$	1,823	$	(1,874	)
Income from discontinued operations, net of income taxes		74		47		66		23
Net income (loss)	$	3,616	$	328	$	1,889	$	(1,851	)
Weighted average shares outstanding		8,834		8,798		8,822		8,793
Weighted effect of dilutive options and rights		61		32		70		—
Weighted average shares outstanding assuming dilution		8,895		8,830		8,892		8,793
Net income (loss) per share:
From continuing operations	$	0.40	$	0.03	$	0.21	$	(0.21	)
From discontinued operations		0.01		0.01		0.01		—
Net income (loss) per share	$	0.41	$	0.04	$	0.21	$	(0.21	)
Net income (loss) per share assuming dilution:
From continuing operations	$	0.40	$	0.03	$	0.21	$	(0.21	)
From discontinued operations		0.01		0.01		0.01		—
Net income (loss) per share	$	0.41	$	0.04	$	0.21	$	(0.21	)

For the three months ended June 30, 2011, the effect of zero restricted stock rights/units and options to purchase 212,709 shares are excluded from the calculation of weighted average shares outstanding because such rights/units and options were anti-dilutive. For the six months ended June 30, 2011, the effect of 380 restricted stock rights/units and options to purchase 212,100 shares are excluded from the calculation of weighted average shares outstanding because such rights/units and options were anti-dilutive.

For the three months ended June 30, 2010, the effect of 2,908 restricted stock rights/units and options to purchase 256,821 shares are excluded from the calculation of weighted average shares outstanding because such rights/units and options were anti-dilutive. For the six months ended June 30, 2010, the effect of 145,230 restricted stock rights/units and options to purchase 285,471 shares are excluded from the calculation of weighted average shares outstanding because such rights/units and options were anti-dilutive.

12. Stock-Based Compensation

Stock-based compensation expense for the three and six months ended June 30, 2011 was $433,000 and $733,000, respectively. Stock-based compensation expense for the three and six months ended June 30, 2010 was $371,000 and $603,000, respectively. Stock-based compensation expense is included in selling, general and administrative expenses in the Company’s unaudited condensed consolidated statements of operations.

13. Income Taxes

The Company records an income tax provision or benefit based upon its estimated annual effective tax rate, which is estimated at 37% and 34% for the six months ended June 30, 2011 and 2010, respectively.

The Company recognizes tax expense related to uncertain tax provisions as part of its income tax provision and recognizes interest and penalties related to uncertain tax positions in interest expense. As of June 30, 2011 and December 31, 2010, the Company had not accrued any amounts for interest or penalties related to uncertain tax positions.

The U.S. federal statute of limitations remains open for the year 2006 and onward. The IRS recently completed a field examination of the Company’s 2008 and 2009 U.S. tax returns, and the Company agreed upon and paid a final settlement of $168,000. The State of California and the State of Oregon are currently conducting an examination of the Company’s 2007 and 2008 state tax returns.

The determination of the Company’s provision for income taxes and valuation allowance requires significant judgment, the use of estimates and the interpretation and application of complex tax laws. In assessing whether and to what extent deferred tax assets can be realized, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized.

11

Fisher Communications, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements—(Continued)

(Unaudited)

The Company assesses the likelihood of the realizability of its deferred tax assets on a quarterly basis. Consistent with prior years, the Company recorded a full valuation allowance against the Company’s state deferred tax assets, as it is not more likely than not that a tax benefit for the deferred tax assets will be recognized based upon all available evidence. As a result, the Company’s effective tax rate is not affected by changes in state rates. At June 30, 2011 and December 31, 2010, the Company has not recorded a valuation allowance on its federal deferred tax assets as management believes that it is more likely than not that the Company’s federal deferred tax assets are realizable. The amount of net deferred tax assets considered realizable, however, could be reduced in the future if the Company’s projections of future taxable income are reduced or if the Company does not perform at the levels that it is projecting. This could result in an increase in the Company’s valuation allowance for federal deferred tax assets.

14. Segment Information

The Company reports financial data for three segments: television, radio and Fisher Plaza. The television segment includes the operations of the Company’s 20 owned and/or operated television stations (including a 50%-owned television station) and the Company’s internet business. The radio segment includes the operations of the Company’s three radio stations and one managed radio station. The Fisher Plaza segment includes the operations of a communications center located near downtown Seattle that serves as home of the Company’s Seattle television and radio operations, the Company’s corporate offices and third-party tenants. The segment data includes additional allocation of depreciation and certain operating expenses from Fisher Plaza to our television and radio segments, and certain corporate expenses are allocated to our television and radio segments on a pro-rata basis. Other includes corporate and administrative expenses that are not attributable to the operations of the television, radio or Fisher Plaza segments.

Revenue for each segment is as follows (in thousands):

	Three months ended June 30,						Six months ended June 30,
	2011			2010			2011			2010
Television	$	30,934		$	31,063		$	60,035		$	57,648
Radio		5,674			5,964			10,532			10,878
Fisher Plaza		3,811			3,475			7,508			6,993
Other		(69	)		(106	)		(173	)		(123	)
	$	40,350		$	40,396		$	77,902		$	75,396

For the three and six months ended June 30, 2011 intercompany sales amounted to $69,000 and $173,000, respectively, relating primarily to sales between the Company’s television and radio segments. For the three and six months ended June 30, 2010 intercompany sales amounted to $106,000 and $123,000, respectively, relating primarily to sales between the Company’s television and radio segments.

Income (loss) from continuing operations for each segment is as follows (in thousands):

	Three months ended June 30,					Six months ended June 30,
	2011		2010			2011			2010
Television	$	4,517	$	4,243		$	6,844		$	4,958
Radio		1,410		713			1,268			642
Fisher Plaza		2,282		1,901			4,340			3,472
Other		124		(3,768	)		(4,541	)		(6,758	)
	$	8,333	$	3,089		$	7,911		$	2,314

Total assets for each segment are as follows (in thousands):

12

Fisher Communications, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements—(Continued)

(Unaudited)

	June 30, 2011		December 31, 2010
Television	$	109,243	$	141,707
Radio		13,739		14,483
Fisher Plaza		106,005		108,271
Other		57,737		55,894
		286,724		320,355
Assets held for sale		655		537
	$	287,379	$	320,892

15. Plaza Fire Reimbursements, Net

In July 2009, an electrical fire contained within a garage level equipment room of the east building of Fisher Plaza disrupted city-supplied electrical service to that building. A third-party investigation concluded that the fire appears to have been caused by a malfunction of bus duct equipment manufactured by a third-party.

The Company recorded the Plaza fire expenses as incurred and recorded insurance reimbursements within operating results in the period the reimbursements are considered probable and certain. During the three and six months ended June 30, 2011, the Company recorded net reimbursements of $105,000 and $183,000, respectively, which is included in Plaza fire reimbursements, net on the Company’s unaudited condensed consolidated statement of operations. During the three and six months ended June 30, 2010, the Company recorded net reimbursements of $309,000 and $400,000, respectively. In total, the Company incurred approximately $6.8 million in cash expenditures related to the Plaza fire, comprised of remediation expenses of $3.7 million and capital expenditures of $3.1 million. To date, the Company has received total insurance reimbursements of $6.0 million, which represents substantially all of the Company’s expected reimbursements.

16. Sprint Nextel Asset Exchange

In 2004, the Federal Communications Commission (“FCC”) approved a spectrum allocation exchange between Sprint Nextel Corporation (“Nextel”) and public safety entities to eliminate interference caused to public safety radio licenses by Nextel’s operations.

In order to utilize this spectrum, Nextel is required to relocate broadcasters to new spectrum by replacing all analog equipment currently used by broadcasters with comparable digital equipment. The Company has agreed to accept the substitute equipment that Nextel will provide in all of its markets, and in turn must relinquish its existing equipment back to Nextel. All replacement equipment purchases will be paid for directly by Nextel. All other reasonable and necessary costs incurred by the Company in conjunction with the exchange, both internal and external, will be reimbursed by Nextel.

The Company recognized a gain of $842,000 and $1.8 million for the three and six months ended June 30, 2010, respectively, which is included in gain on asset exchange, net on the Company’s unaudited condensed consolidated statement of operations. The gain represents the amount of the substitute equipment put into use during the quarter, including installation costs and net of assets disposed. This gain on asset exchange was not reported as a capital expenditure on the statement of cash flows as it was not a cash outflow. The Company did not recognize a gain for the three and six months ended June 30, 2011.

At June 30, 2011, the Company had approximately $84,000 of the substitute equipment that had been received but not yet installed. The $84,000 is recorded as deferred gain in other current liabilities on the Company’s unaudited condensed consolidated balance sheet. Once the equipment is fully installed and is in use, the deferred gain will be recorded as a gain on the Company’s unaudited condensed consolidated statement of operations.

17. Financial Information for Guarantors

At June 30, 2011, the Company had $75.6 million aggregate principal amount of Senior Notes outstanding. The Senior Notes are fully and unconditionally guaranteed, jointly and severally, on an unsecured, senior basis by the current and future material domestic subsidiaries of the Company.

Presented below are unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2011 and 2010, and unaudited condensed consolidated statements of cash flows for the six months ended June 30, 2011 and 2010. Also presented are the unaudited condensed consolidated balance sheets as of June 30, 2011 and December 31, 2010. The unaudited condensed consolidated information is presented for the Company with its investments in consolidated subsidiaries accounted for under the equity method, the 100%-owned guarantor subsidiaries, eliminations, and the Company on a consolidated basis. The

13

Fisher Communications, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements—(Continued)

(Unaudited)

Company (issuer) information consists primarily of corporate oversight and administrative personnel and related activities, as well as certain investments.

14

Financial Information for Guarantors

Condensed Consolidated Statement of Operations

For the three months ended June 30, 2011

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries			Eliminations			Fisher Communications, Inc. and Subsidiaries
Revenue	$	—		$	40,350		$	—		$	40,350
Operating expenses
Direct operating costs		130			17,285			(198	)		17,217
Selling, general and administrative expenses		4,340			8,879			198			13,417
Amortization of program rights		—			2,905			—			2,905
Depreciation and amortization		283			2,389			—			2,672
Gain on sale of real estate, net		(4,089	)		—			—			(4,089	)
Plaza fire reimbursements, net		—			(105	)		—			(105	)
Total operating expenses		664			31,353			—			32,017
Income (loss) from continuing operations		(664	)		8,997			—			8,333
Loss on extinguishment of senior notes, net		(948	)		—			—			(948	)
Other income, net		107			(7	)		—			100
Equity in income of consolidated subsidiaries		5,650			—			(5,650	)		—
Interest expense		(1,864	)		(14	)		—			(1,878	)
Income (loss) from continuing operations before income taxes		2,281			8,976			(5,650	)		5,607
Provision (benefit) for income taxes		(1,335	)		3,400			—			2,065
Income (loss) from continuing operations, net of income taxes		3,616			5,576			(5,650	)		3,542
Income from discontinued operations, net of income taxes		—			74			—			74
Net income (loss)	$	3,616		$	5,650		$	(5,650	)	$	3,616

Financial Information for Guarantors

Condensed Consolidated Statement of Operations

For the six months ended June 30, 2011

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries			Eliminations			Fisher Communications, Inc. and Subsidiaries
Revenue	$	—		$	77,902		$	—		$	77,902
Operating expenses
Direct operating costs		273			34,606			12			34,891
Selling, general and administrative expenses		9,399			18,780			(12	)		28,167
Amortization of program rights		—			5,875			—			5,875
Depreciation and amortization		550			4,780			—			5,330
Gain on sale of real estate, net		(4,089	)		—			—			(4,089	)
Plaza fire reimbursements, net		—			(183	)		—			(183	)
Total operating expenses		6,133			63,858			—			69,991
Income (loss) from continuing operations		(6,133	)		14,044			—			7,911
Loss on extinguishment of senior notes, net		(1,058	)		—			—			(1,058	)
Other income, net		137			43			—			180
Equity in income of consolidated subsidiaries		8,880			—			(8,880	)		—
Interest expense		(4,098	)		(27	)		—			(4,125	)
Income (loss) from continuing operations before income taxes		(2,272	)		14,060			(8,880	)		2,908
Provision (benefit) for income taxes		(4,161	)		5,246			—			1,085
Income (loss) from continuing operations, net of income taxes		1,889			8,814			(8,880	)		1,823
Income from discontinued operations, net of income taxes		—			66			—			66
Net income (loss)	$	1,889		$	8,880		$	(8,880	)	$	1,889

15

Financial Information for Guarantors

Condensed Consolidated Statement of Operations

For the three months ended June 30, 2010

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries			Eliminations			Fisher Communications, Inc. and Subsidiaries
Revenue	$	—		$	40,396		$	—		$	40,396
Operating expenses
Direct operating costs		113			17,288			52			17,453
Selling, general and administrative expenses		3,378			11,034			(52	)		14,360
Amortization of program rights		—			2,963			—			2,963
Depreciation and amortization		389			3,293			—			3,682
Plaza fire reimbursements, net		—			(309	)		—			(309	)
Gain on asset exchange, net		—			(842	)		—			(842	)
Total operating expenses		3,880			33,427			—			37,307
Income (loss) from continuing operations		(3,880	)		6,969			—			3,089
Loss on extinguishment of senior notes, net		(72	)		—			—			(72	)
Other income, net		41			65			—			106
Equity in income of consolidated subsidiaries		4,610			—			(4,610	)		—
Interest expense		(2,573	)		(17	)		—			(2,590	)
Income (loss) from continuing operations before income taxes		(1,874	)		7,017			(4,610	)		533
Provision (benefit) for income taxes		(2,202	)		2,454			—			252
Income (loss) from continuing operations, net of income taxes		328			4,563			(4,610	)		281
Income from discontinued operations, net of income taxes		—			47			—			47
Net income (loss)	$	328		$	4,610		$	(4,610	)	$	328

Financial Information for Guarantors

Condensed Consolidated Statement of Operations

For the six months ended June 30, 2010

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries			Eliminations			Fisher Communications, Inc. and Subsidiaries
Revenue	$	—		$	75,396		$	—		$	75,396
Operating expenses
Direct operating costs		217			34,070			106			34,393
Selling, general and administrative expenses		6,040			21,686			(106	)		27,620
Amortization of program rights		—			5,933			—			5,933
Depreciation and amortization		781			6,537			—			7,318
Plaza fire reimbursements, net		—			(400	)		—			(400	)
Gain on asset exchange, net		—			(1,782	)		—			(1,782	)
Total operating expenses		7,038			66,044			—			73,082
Income (loss) from continuing operations		(7,038	)		9,352			—			2,314
Loss on extinguishment of senior notes, net		(72	)		—			—			(72	)
Other income, net		196			(33	)		—			163
Equity in income of consolidated subsidiaries		6,047			—			(6,047	)		—
Interest expense		(5,228	)		(34	)		—			(5,262	)
Income (loss) from continuing operations before income taxes		(6,095	)		9,285			(6,047	)		(2,857	)
Provision (benefit) for income taxes		(4,244	)		3,261			—			(983	)
Income (loss) from continuing operations, net of income taxes		(1,851	)		6,024			(6,047	)		(1,874	)
Income from discontinued operations, net of income taxes		—			23			—			23
Net income (loss)	$	(1,851	)	$	6,047		$	(6,047	)	$	(1,851	)

16

Financial Information for Guarantors

Condensed Consolidated Balance Sheet

As of June 30, 2011

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries		Eliminations			Fisher Communications, Inc. and Subsidiaries
ASSETS
Current Assets
Cash and cash equivalents	$	32,923		$	375	$	—		$	33,298
Receivables, net		481			28,924		—			29,405
Due from affiliates		(96,143	)		96,143		—			—
Deferred income taxes		468			1,181		—			1,649
Prepaid expenses and other		907			1,549		—			2,456
Television broadcast rights		—			2,060		—			2,060
Current assets held for sale		—			44		—			44
Total current assets		(61,364	)		130,276		—			68,912
Investment in consolidated subsidiaries		298,311			—		(298,311	)		—
Cash surrender value of life insurance and annuity contracts		16,877			—		—			16,877
Goodwill, net		—			13,293		—			13,293
Intangible assets, net		—			40,425		—			40,425
Other assets		2,386			4,457		—			6,843
Assets held for sale		—			611		—			611
Property, plant and equipment, net		2,546			137,872		—			140,418
Total Assets	$	258,756		$	326,934	$	(298,311	)	$	287,379
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Accounts payable	$	655		$	4,098	$	—		$	4,753
Accrued payroll and related benefits		940			3,247		—			4,187
Interest payable		1,901			—		—			1,901
Television broadcast rights payable		—			1,882		—			1,882
Income taxes payable		(4,879	)		5,189		—			310
Current portion of accrued retirement benefits		1,117			—		—			1,117
Other current liabilities		1,061			3,722		—			4,783
Liabilities of business held for sale		—			41		—			41
Total current liabilities		795			18,179		—			18,974
Long-term debt		75,580			—		—			75,580
Accrued retirement benefits		18,975			—		—			18,975
Deferred income taxes		(4,105	)		4,543		—			438
Other liabilities		(178	)		5,901		—			5,723
Total liabilities		91,067			28,623		—			119,690
Stockholders’ Equity
Common stock		11,035			1,131		(1,131	)		11,035
Capital in excess of par		13,761			164,233		(164,233	)		13,761
Accumulated other comprehensive income (loss), net of income taxes:
Accumulated loss		(2,157	)		—		—			(2,157	)
Prior service cost		(80	)		—		—			(80	)
Retained earnings		145,130			132,947		(132,947	)		145,130
Total Stockholders’ Equity		167,689			298,311		(298,311	)		167,689
Total Liabilities and Stockholders’ Equity	$	258,756		$	326,934	$	(298,311	)	$	287,379

17

Financial Information for Guarantors

Condensed Consolidated Balance Sheet

As of December 31, 2010

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries			Eliminations			Fisher Communications, Inc. and Subsidiaries
ASSETS
Current Assets
Cash and cash equivalents	$	27,563		$	25,382		$	—		$	52,945
Receivables, net		—			30,755			—			30,755
Due from affiliate		(43,724	)		43,724			—			—
Income taxes receivable		16,938			(15,585	)		—			1,353
Deferred income taxes		467			1,182			—			1,649
Prepaid expenses and other		1,543			1,320			—			2,863
Cash surrender value of annuity contracts		2,397			—			—			2,397
Television broadcast rights		—			7,855			—			7,855
Current assets held for sale		—			52			—			52
Total current assets		5,184			94,685			—			99,869
Investment in consolidated subsidiaries		262,372			—			(262,372	)		—
Cash surrender value of life insurance and annuity contracts		16,499			—			—			16,499
Goodwill, net		—			13,293			—			13,293
Intangible assets, net		—			40,543			—			40,543
Other assets		2,874			4,502			—			7,376
Assets held for sale		—			485			—			485
Property, plant and equipment, net		2,265			140,562			—			142,827
Total Assets	$	289,194		$	294,070		$	(262,372	)	$	320,892
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Accounts payable	$	96		$	3,921		$	—		$	4,017
Payroll and related benefits		3,182			4,714			—			7,896
Interest payable		2,552			—			—			2,552
Television broadcast rights payable		—			7,849			—			7,849
Current portion of accrued retirement benefits		1,117			—			—			1,117
Other current liabilities		889			3,499			—			4,388
Liabilities of business held for sale		—			27			—			27
Total current liabilities		7,836			20,010			—			27,846
Long-term debt		101,440			—			—			101,440
Accrued retirement benefits		18,982			—			—			18,982
Deferred income taxes, net		(4,126	)		4,543			—			417
Other liabilities		(164	)		7,145			—			6,981
Total liabilities		123,968			31,698			—			155,666
Stockholders’ Equity
Common stock		10,988			1,131			(1,131	)		10,988
Capital in excess of par		13,273			164,233			(164,233	)		13,273
Accumulated other comprehensive income (loss), net of income taxes:
Accumulated loss		(2,176	)		—			—			(2,176	)
Prior service cost		(100	)		—			—			(100	)
Retained earnings		143,241			97,008			(97,008	)		143,241
Total Stockholders’ Equity		165,226			262,372			(262,372	)		165,226
Total Liabilities and Stockholders’ Equity	$	289,194		$	294,070		$	(262,372	)	$	320,892

18

Financial Information for Guarantors

Condensed Consolidated Statement of Cash Flows

For the six months ended June 30, 2011

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries			Eliminations			Fisher Communications, Inc. and Subsidiaries
Net cash provided by operating activities	$	2,907		$	2,580		$	—		$	5,487
Investing activities
Redemption of capital		25,138			—			(25,138	)		—
Proceeds from the sale of radio station		—			48			—			48
Contribution to equity investee		—			(77	)		—			(77	)
Purchase of radio stations		—			(113	)		—			(113	)
Purchases of property, plant and equipment		(791	)		(2,218	)		—			(3,009	)
Proceeds from the sale of real estate		4,164			—			—			4,164
Net cash provided by (used in) investing activities		28,511			(2,360	)		(25,138	)		1,013
Financing activities
Redemption of capital		—			(25,138	)		25,138			—
Repurchase of senior notes		(25,860	)		—			—			(25,860	)
Shares settled upon vesting of stock rights		(273	)		—			—			(273	)
Payments on capital lease obligations		—			(89	)		—			(89	)
Proceeds from exercise of stock options		75			—			—			75
Net cash used in financing activities		(26,058	)		(25,227	)		25,138			(26,147	)
Net increase (decrease) in cash and cash equivalents		5,360			(25,007	)		—			(19,647	)
Cash and cash equivalents, beginning of period		27,563			25,382			—			52,945
Cash and cash equivalents, end of period	$	32,923		$	375		$	—		$	33,298

Financial Information for Guarantors

Condensed Consolidated Statement of Cash Flows

For the six months ended June 30, 2010

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries			Eliminations			Fisher Communications, Inc. and Subsidiaries
Net cash provided by operating activities	$	10,867		$	5,921		$	—		$	16,788
Investing activities
Redemption of capital		10,000			—			(10,000	)		—
Net cash in consolidation of equity investee		—			75			—			75
Purchases of property, plant and equipment		(366	)		(5,754	)		—			(6,120	)
Net cash provided by (used in) investing activities		9,634			(5,679	)		(10,000	)		(6,045	)
Financing activities
Redemption of capital		—			(10,000	)		10,000			—
Repurchase of senior notes		(17,160	)		—			—			(17,160	)
Shares settled upon vesting of stock rights		(104	)								(104	)
Payments on capital lease obligations		—			(82	)		—			(82	)
Net cash used in financing activities		(17,264	)		(10,082	)		10,000			(17,346	)
Net increase (decrease) in cash and cash equivalents		3,237			(9,840	)		—			(6,603	)
Cash and cash equivalents, beginning of period		8,840			35,142			—			43,982
Cash and cash equivalents, end of period	$	12,077		$	25,302		$	—		$	37,379

18. Subsequent Event

In July 2011, the Company redeemed or repurchased $6.3 million aggregate principal amount of Senior Notes for approximately $6.5 million in cash excluding accrued interest. An estimated net loss on extinguishment of debt of $248,000 will be recorded in the third quarter of 2011.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with the unaudited condensed consolidated financial statements and related notes thereto included elsewhere in this quarterly report on Form 10-Q. Some of the statements in this quarterly report are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all passages containing verbs such as “aims”, “anticipates”, “believes”, “estimates”, “expects”, “hopes”, “intends”, “plans”, “predicts”, “projects” or “targets” or nouns corresponding to such verbs. Forward-looking statements also include any other passages that are primarily relevant to expected future events or that can only be fully evaluated by events that will occur in the future. There are many risks and uncertainties that could cause actual results to differ materially from those predicted in our forward-looking statements, including, without limitation, those factors discussed under the caption “Risk Factors” in Item 1A of Part I of our Annual Report on Form 10-K for the fiscal year ended December 31, 2010, which was filed with the Securities and Exchange Commission on March 8, 2011. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this report. Except as required by law, we undertake no obligation to revise any forward-looking statements in order to reflect events or circumstances that may subsequently arise. Readers are urged to carefully review and consider the various disclosures made in this report and in our other reports filed with the Securities and Exchange Commission that attempt to advise interested parties of the risks and factors that may affect our business, prospects and results of operations. As used herein, unless the context requires otherwise, when we say “we”, “us”, “our”, or the “Company”, we are referring to Fisher Communications, Inc. and its consolidated subsidiaries.

This discussion is intended to provide an analysis of significant trends and material changes in our financial condition and operating results during the three and six months ended June 30, 2011, compared with the corresponding periods in 2010.

Overview

We are an integrated media company. We own or operate 13 full power (including a 50%-owned television station) and seven low power television stations and ten owned or managed radio stations. Our television stations are located in Washington, Oregon, Idaho and California, and our radio stations are located in Washington and Montana. We also own and operate Fisher Plaza, a mixed-use commercial facility located near downtown Seattle that serves as the home of our corporate offices and our Seattle television and radio stations. We lease a majority of the space at Fisher Plaza to a variety of unaffiliated companies.

Our broadcasting operations receive revenue from the sale of local, regional and national advertising and, to a much lesser extent, from retransmission consent fees, tower rental and commercial production activities. Our operating results are, therefore sensitive to broad economic trends that affect the broadcasting industry in general, as well as local and regional trends, particularly those affecting the Pacific Northwest economy. The advertising revenue of our stations is generally highest in the second and fourth quarters of each year, due in part to increases in consumer advertising in the spring, and retail advertising in the period leading up to and including the holiday season. In addition, advertising revenue is generally higher during national election years due to spending by political candidates and advocacy groups. This political spending typically is heaviest during the fourth quarter.

Our television revenue is significantly affected by network affiliation and the success of programming offered by those networks. Our two largest television stations, KOMO TV and KATU TV, accounted for approximately 60% percent of our television broadcasting revenue in the first half of 2011 and are affiliated with the ABC Television Network. We have twelve television stations which are affiliated with one of the four major networks; six of our television stations are affiliated with Univision (Spanish language); and the remainder of our television stations are independent or subscribe to various programming services. We have affiliation agreements with the ABC Television Network with current terms expiring in August 2014. Our affiliation agreements with the CBS Television Network generally expire in February 2016. Our affiliation agreement with FOX Television Network for KBFX-CA in Bakersfield, California, expired in June 2010. We are currently operating under the terms of the expired agreement as we continue negotiations with FOX on the terms of a new agreement. Our affiliation agreement with Univision expires in September 2011. The non-renewal of any of our major network affiliation agreements could adversely affect our business and results. Our broadcasting operations are subject to competitive pressures from traditional broadcasting sources, as well as from alternative methods of delivering information and entertainment, and these pressures may cause fluctuations in operating results.

In addition to our broadcasting operations, we own and operate Fisher Plaza, and we lease space to other companies that are attracted by the property location and infrastructure provided at this facility. As of June 30, 2011 and December 31, 2010, approximately 96% of Fisher Plaza was occupied or committed for occupancy (41% occupied by Fisher entities). Revenue and operating income from Fisher Plaza are dependent upon the general economic climate, the Seattle economic climate, the outlook of the telecommunications and technology sectors and commercial real estate conditions, including the availability of space in other competing properties.

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Management focuses on key metrics from operational data within our broadcasting and Fisher Plaza operations. Information on significant trends is provided in the section entitled “Consolidated Results of Operations.”

Significant Developments

The following significant developments affect the comparability of our financial statements for the three and six months ended June 30, 2011 and 2010.

Time Brokerage Agreement and Sale of Great Fall Radio Stations. In June 2011, we entered into a definitive agreement to sell our six Great Falls, Montana radio stations to STARadio Corp. (“STARadio”) for $1.8 million, subject to certain adjustments. While we are awaiting approval from the Federal Communications Commission (“FCC”) to complete the sale transaction, we entered into a Time Brokerage Agreement (“TBA”) whereby STARadio will provide programming and related services and will sell the advertising inventory of the radio stations. The TBA remains in effect until the closing of the sale or termination of the purchase and sale agreement, whichever is earlier.

In accordance with authoritative guidance we have reported the results of operations of these small-market stations as discontinued operations in the unaudited consolidated condensed financial statements. For all reported periods, we reclassified to discontinued operations the results of the stations that we have entered into a definitive agreement to sell. These stations were previously included in our radio segment.

Sale of real estate. In June 2011, we completed the sale of two real estate parcels in Seattle, Washington not essential to our current operations and received $4.2 million in pre-tax net proceeds. We recognized a gain of $4.1 million, which is presented as a gain on the sale of real estate, net in the unaudited condensed consolidated statement of operations for the three and six months ended June 30, 2011.

Joint Sales Agreement. In December 2010, we entered into a ten year Joint Sales Agreement (“JSA”) with NPG of Idaho, Inc., a subsidiary of News Press & Gazette Company (”NPG”), which owns and operates KIFI-TV, an Idaho Falls, Idaho television station. The JSA was effective January 1, 2011. Under the JSA, NPG provides certain services supporting the operation of our television station in Idaho Falls, KIDK-TV, and sells substantially all of the station’s commercial advertising. We pay NPG a fixed fee pursuant to the JSA, and a performance bonus based on station performance. Contemporaneously with the JSA, we entered into an option agreement with NPG, whereby they have a conditional option to acquire KIDK-TV from us until January 1, 2021, effective on the expiration or termination of the indenture governing our Senior Notes. KIDK-TV is consolidated into our unaudited condensed consolidated statements. We have determined that we are deemed to have a controlling financial interest in KIDK-TV for financial reporting purposes as we do maintain ultimate control over the policies and/or operations of the station that could most significantly impact the station. Advertising revenues earned under this JSA are recorded as revenue and JSA fees and programming expenses are recorded as operating costs.

ACME Agreement. In March 2010, we entered into a three year consulting and license agreement with ACME Television, LLC (“ACME”) which was effective April 1, 2010. Under the terms of the agreement we provide consulting services to ACME’s The Daily Buzz television show and we also license certain assets of the program in order to produce unique content to be distributed on both traditional broadcast and newly created digital platforms. In conjunction with the agreement, we were granted an option to purchase the ownership rights to The Daily Buzz television show until September 30, 2012. Due to the terms of the agreement and uncertainties associated with the exercise of our option agreement, The Daily Buzz television show does not meet the criteria for consolidation. Revenue earned under this agreement is recorded in revenue and programming and other expenses are recorded in operating costs.

Repurchase of Senior Notes. In the second quarter of 2011, we redeemed or repurchased $23.3 million aggregate principal amount of our 8.625% Senior Notes due in 2014 (“Senior Notes”) for a total consideration of $23.9 million in cash plus accrued interest of $231,000. We recorded a loss on extinguishment of debt of $948,000, including a charge for related unamortized debt issuance costs, of approximately $283,000.

In the first half of 2011, we redeemed or repurchased $25.9 million aggregate principal amount of Senior Notes for a total consideration of $26.6 million in cash plus accrued interest of $309,000. We recorded a loss on extinguishment of debt of $1.1 million, including a charge for related unamortized debt issuance costs, of approximately $318,000.

In the first half of 2010, we redeemed or repurchased $17.4 million aggregate principal amount of Senior Notes for a total consideration of $17.2 million in cash plus accrued interest of $272,000. We recorded a net loss on extinguishment of debt of $72,000, comprised of a charge for related unamortized debt issuance costs of $272,000, partially offset by a gain on extinguishment of debt of $200,000.

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Critical Accounting Policies

Our discussion and analysis of our financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates including, but not limited to, those affecting revenue, goodwill, intangibles and television and broadcast rights impairment, the useful lives of tangible and intangible assets, valuation allowances for deferred tax assets, accounts receivable and broadcast rights, stock-based compensation expense, income tax provisions and contingencies. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form our basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions, or if management made different judgments or utilized different estimates. Many of our estimates or judgments are based on anticipated future events or performance, and as such are forward-looking in nature, and are subject to many risks and uncertainties, including those discussed in our Annual Report on Form 10-K for the year ended December 31, 2010 and elsewhere in this quarterly report on Form 10-Q. Except as otherwise required by law, we do not undertake any obligation to update or revise this discussion to reflect any future events or circumstances.

For a detailed discussion of our critical accounting policies and estimates, please refer to our Annual Report on Form 10-K for the year ended December 31, 2010.

There have been no material changes in the application of our critical accounting policies and estimates subsequent to that report except for those discussed below. We have discussed the development and selection of these critical accounting estimates with the Audit Committee of our Board of Directors.

We determine that six radio stations in Great Falls, Montana met the criteria for classification as a discontinued operation as a result of our June 2011 definitive agreement to sell the stations to STARadio. In accordance with authoritative guidance, we have reported the results of operations of these small-market stations as discontinued operations in the unaudited condensed consolidated financial statements. For all previously reported periods, certain amounts in the unaudited condensed consolidated financial statements have been reclassified. The assets and liabilities of the radio stations have been classified as held for sale and the net results of the operations have been reclassified from continuing operations to discontinued operations. See Note 5 to the unaudited condensed consolidated financial statements for more information.

As part of our ongoing review of property, plant and equipment asset lives, we determined that the asset lives of certain machinery and equipment categories should be increased. The increase in the lives ranged from one to ten years depending on the category. A change in depreciation method is considered a change in accounting estimate. We adjusted the remaining lives of existing assets effective January 1, 2011 and as a result we expect that future depreciation will be lower than in the prior periods. The impact of this change in estimate for the three months ended June 30, 2011 increased our pre-tax income from continuing operations by approximately $815,000, increased our net income by approximately $515,000 and increased our diluted net income from continuing operations per share by $0.06. The impact of this change in estimate for the six months ended June 30, 2011 increased our pre-tax income from continuing operations by approximately $1.6 million, increased our net income by approximately $1.0 million and increased our diluted net income from continuing operations per share by $0.11.

Consolidated Results of Operations

We report financial data for three reportable segments: television, radio and Fisher Plaza. The television segment includes the operations of our 20 owned and/or operated television stations (including a 50%-owned television station) and our internet business. The radio segment includes the operations of our three radio stations and one managed radio station. The Fisher Plaza segment consists of the operations of Fisher Plaza, a retail, office and communications center located near downtown Seattle that serves as the home of our Seattle-based television and radio operations, our corporate offices and third-party tenants. Fisher-owned entities that reside at Fisher Plaza do not pay rent or common area maintenance expenses. The segment data includes an allocation of depreciation and certain operating expenses from Fisher Plaza to our television and radio segments, and certain corporate expenses are allocated to our television and radio segments on a pro-rata basis. The other segment includes corporate and administrative expenses that are not attributable to the operations of the television, radio or Fisher Plaza segments.

The following table sets forth our results of operations for the three and six months ended June 30, 2011 and 2010, including the dollar and percentage variances between such periods. Percentage variances have been omitted where they are not considered meaningful.

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	Three months ended June 30,						Variance						Six months ended June 30,						Variance
(in thousands)	2011			2010			$			%			2011			2010			$			%
Revenue
Television	$	30,934		$	31,063		$	(129	)		0	%	$	60,035		$	57,648		$	2,387			4	%
Radio		5,674			5,964			(290	)		-5	%		10,532			10,878			(346	)		-3	%
Fisher Plaza		3,811			3,475			336			10	%		7,508			6,993			515			7	%
Other		(69	)		(106	)		37			35	%		(173	)		(123	)		(50	)		-41	%
Consolidated		40,350			40,396			(46	)		0	%		77,902			75,396			2,506			3	%
Direct operating costs
Television		13,698			13,500			198			1	%		27,521			26,532			989			4	%
Radio		2,296			2,505			(209	)		-8	%		4,833			4,845			(12	)		0	%
Fisher Plaza		746			931			(185	)		-20	%		1,583			1,948			(365	)		-19	%
Other		477			517			(40	)		-8	%		954			1,068			(114	)		-11	%
Consolidated		17,217			17,453			(236	)		-1	%		34,891			34,393			498			1	%
Selling, general and administrative expenses
Television		8,279			8,849			(570	)		-6	%		16,708			17,275			(567	)		-3	%
Radio		1,847			2,581			(734	)		-28	%		4,186			5,046			(860	)		-17	%
Fisher Plaza		122			79			43			54	%		238			320			(82	)		-26	%
Other		3,169			2,851			318			11	%		7,035			4,979			2,056			41	%
Consolidated		13,417			14,360			(943	)		-7	%		28,167			27,620			547			2	%
Amortization of program rights
Television		2,905			2,963			(58	)		-2	%		5,875			5,933			(58	)		-1	%
Consolidated		2,905			2,963			(58	)		-2	%		5,875			5,933			(58	)		-1	%
Depreciation and amortization
Television		1,535			2,350			(815	)		-35	%		3,087			4,732			(1,645	)		-35	%
Radio		121			165			(44	)		-27	%		245			345			(100	)		-29	%
Fisher Plaza		766			873			(107	)		-12	%		1,530			1,653			(123	)		-7	%
Other		250			294			(44	)		-15	%		468			588			(120	)		-20	%
Consolidated		2,672			3,682			(1,010	)		-27	%		5,330			7,318			(1,988	)		-27	%
Gain on sale of real estate, net
Other		(4,089	)		—			(4,089	)		—			(4,089	)		—			(4,089	)		—
Consolidated		(4,089	)		—			(4,089	)		—			(4,089	)		—			(4,089	)		—
Plaza fire reimbursements, net
Fisher Plaza		(105	)		(309	)		204			66	%		(183	)		(400	)		217			54	%
Consolidated		(105	)		(309	)		204			66	%		(183	)		(400	)		217			54	%
Gain on asset exchange, net
Television		—			(842	)		842			100	%		—			(1,782	)		1,782			100	%
Consolidated		—			(842	)		842			100	%		—			(1,782	)		1,782			100	%
Income (loss) from continuing operations
Television		4,517			4,243			274			6	%		6,844			4,958			1,886			38	%
Radio		1,410			713			697			98	%		1,268			642			626			98	%
Fisher Plaza		2,282			1,901			381			20	%		4,340			3,472			868			25	%
Other		124			(3,768	)		3,892			103	%		(4,541	)		(6,758	)		2,217			33	%
Consolidated		8,333			3,089			5,244			170	%		7,911			2,314			5,597			242	%
Loss on extinguishment of senior notes, net		(948	)		(72	)		(876	)		-1217	%		(1,058	)		(72	)		(986	)		-1369	%
Other income, net		100			106			(6	)		-6	%		180			163			17			10	%
Interest expense		(1,878	)		(2,590	)		712			27	%		(4,125	)		(5,262	)		1,137			22	%
Income (loss) from continuing operations before income taxes		5,607			533			5,074			952	%		2,908			(2,857	)		5,765			202	%
Provision (benefit) for income taxes		2,065			252			1,813			719	%		1,085			(983	)		2,068			210	%
Income (loss) from continuing operations, net of income taxes		3,542			281			3,261			1160	%		1,823			(1,874	)		3,697			197	%
Income from discontinued operations, net of income taxes		74			47			27			57	%		66			23			43			185	%
Net income (loss)	$	3,616		$	328		$	3,288			1002	%	$	1,889		$	(1,851	)	$	3,740			202	%

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Comparison of three and six months ended June 30, 2011 and 2010

Revenue

The following table sets forth our main types of revenue by segment for the three and six months ended June 30, 2011 and 2010;

	Three months ended June 30,															Six months ended June 30,
	2011			% change			% total revenue			2010			% total revenue			2011			% change			% total revenue			2010
Core advertising (local and national)	$	24,052			3	%		60	%	$	23,314			58	%	$	46,803			6	%		60	%	$	44,266
Political		266			-82	%		1	%		1,498			4	%		354			-84	%		0	%		2,250
Internet		1,372			66	%		3	%		826			2	%		2,550			76	%		3	%		1,449
Retransmission		3,315			1	%		8	%		3,296			8	%		6,617			11	%		8	%		5,940
Trade, barter and other		1,929			-9	%		5	%		2,129			5	%		3,711			-1	%		5	%		3,743
TV		30,934			0	%		77	%		31,063			77	%		60,035			4	%		77	%		57,648
Core advertising (local and national)		5,276			-6	%		13	%		5,585			14	%		9,892			-3	%		13	%		10,218
Political		94			65	%		0	%		57			0	%		127			21	%		0	%		105
Trade, barter and other		304			-6	%		1	%		322			1	%		513			-8	%		1	%		555
Radio		5,674			-5	%		14	%		5,964			15	%		10,532			-3	%		14	%		10,878
Plaza		3,811			10	%		9	%		3,475			9	%		7,508			7	%		10	%		6,993
Other		(69	)		-35	%		0	%		(106	)		0	%		(173	)		41	%		0	%		(123	)
Total Revenue	$	40,350			0	%		100	%	$	40,396			100	%	$	77,902			3	%		100	%	$	75,396

Television. Television revenue decreased $129,000 in the three months ended June 30, 2011 compared to the same period in 2010, primarily due to a decrease in political spending, partially offset by an increase in core advertising, retransmission revenue and continued growth in internet advertising.

Television revenue increased $2.4 million, or 4%, in the six months ended June 30, 2011 compared to the same period in 2010, primarily due to increases in core advertising, retransmission revenue and continued growth in internet advertising, partially offset by a decrease in political spending.

Automotive-related advertising, one of our largest advertising categories, decreased 2% for the three months ended June 30, 2011 as compared to the same period in 2010. Professional services-related advertising stayed flat and telecommunications and retail increased 9% and 1%, respectively, compared to the same period in 2010.

Automotive-related advertising increased 11% for the six months ended June 30, 2011 as compared to the same period in 2010. Other advertising categories including telecommunications (increased 8%), professional services (increased 3%) and retail (increased 1%) have also shown improvement as compared to the same period in 2010.

Revenue from our ABC-affiliated stations increased 1% and 4% in the three and six months ended June 30, 2011 compared to the same periods in 2010, primarily due to increases in core local and national advertising offset by a decrease in political revenue. Revenue from our CBS-affiliated stations decreased 5% and 2% in the three and six months ended June 30, 2011 compared to the same periods in 2010, as a result of a decline in political and national advertising, partially offset by an increase in local advertising.

Radio. Radio revenue declined by 5% and 3% in the three and six months ended June 30, 2011, respectively, compared to the same periods in 2010, primarily due to a decrease in core advertising, which was impacted by the format change at KVI and the wind down of our agreement with KING FM, which expired second quarter 2011.

Fisher Plaza. Revenue increased 10% and 7% in the three and six months ended June 30, 2011, respectively, compared to the same periods in 2010, primarily due to increased rental revenue and increased fees for our telecom facilities. As of June 30, 2011, approximately 96% of Fisher Plaza was occupied or committed for occupancy (41% was occupied by Fisher entities).

Direct operating costs

Direct operating costs consist primarily of costs to produce and promote broadcast programming for the television and radio segments, and costs to operate Fisher Plaza. Many of these costs are relatively fixed in nature and do not necessarily vary on a proportional basis with revenue.

Direct operating costs for the television segment increased $198,000 and $989,000 in the three and six months ended June 30, 2011, respectively, compared to the same periods in 2010. The increase primarily reflects an increase in costs related to the continued development and expansion of our internet business.

Direct operating costs for the radio segment decreased $209,000 and $12,000 in the three and six months ended June 30, 2011, respectively, compared to the same periods in 2010. The decrease was primarily due to a decrease in LMA fees as a result of the wind down of our agreement with KING FM offset by an increase in advertising for our Seattle Radio stations.

Direct operating costs decreased at Fisher Plaza $185,000 and $365,000 in the three and six months ended June 30, 2011, respectively, compared to the same periods in 2010, primarily due to timing of planned maintenance activities.

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The other category consists primarily of the reclassification and elimination of certain operating expenses between operating segments. For example, KOMO TV and our Seattle-based radio stations recognize facilities-related expenses as selling, general and administrative expenses, while Fisher Plaza records the reimbursement of these intercompany expenses as a reduction of direct operating costs.

Selling, general and administrative expenses

Selling, general and administrative expenses in our television segment decreased $570,000 and $567,000 in the three and six months ended June 30, 2011, respectively, compared to the same periods in 2010 as a result of a reduction in compensation costs and a credit related to the change in our vacation policy.

The decrease of $734,000 and $860,000 in selling, general and administrative expenses in our radio segment in the three and six months ended June 30, 2011, respectively, compared to the same period in 2010 was primarily due to a decrease in compensation costs related to our format change in late 2010 at KVI and a credit related to the change in our vacation policy.

Selling, general and administrative expenses increased $43,000 and decreased $82,000 at Fisher Plaza in the three and six months ended June 30, 2011, respectively, compared to the same periods in 2010. The decrease in the first half of 2011 compared to the same period in 2010 is due to a loss on disposal of assets that was incurred in 2010.

Other selling, general and administrative expenses increased $318,000 and $2.1 million in the three and six months ended June 30, 2011, respectively, compared to the same periods in 2010 primarily due to costs incurred as a result of the proxy contest initiated by FrontFour Capital Group of $1.6 million, employer contributions to the defined contribution plan, severance costs and costs associated with our accrued retirement benefits plan.

Amortization of program rights

Amortization of program rights for our television segment decreased $58,000 in both the three and six months ended June 30, 2011 compared to the same periods in 2010.

Depreciation and amortization

Depreciation and amortization for our television segment decreased $815,000 and $1.6 million in the three and six months ended June 30, 2011, respectively, compared to the same periods in 2010 primarily due to the change in fixed asset lives and significantly lower capital expenditures in 2011. Refer to Note 2 of our unaudited condensed consolidated financial statements for further discussion of the change in fixed asset lives.

Depreciation and amortization for our radio segment decreased $44,000 and $100,000 in the three and six months ended June 30, 2011, respectively, compared to the same periods in 2010, primarily due to the change in fixed asset lives.

Depreciation and amortization for our Fisher Plaza segment decreased $107,000 and $123,000 in the three and six months ended June 30, 2011, respectively, compared to the same periods in 2010, primarily due to certain assets reaching the end of their depreciable lives.

Other depreciation and amortization decreased $44,000 and $120,000 in the three and six months ended June 30, 2011, respectively, compared to the same periods in 2010, primarily due to the change in fixed asset lives.

Gain on sale of real estate, net

In June 2011, we completed the sale of two real estate parcels in Seattle, Washington not essential to our current operations resulting in net proceeds of $4.2 million. We recognized a gain on sale of real estate, net of $4.1 million for the three and six months ended June 30, 2011.

Plaza fire reimbursements, net

Plaza fire reimbursements, net of $105,000 and $183,000 represent net insurance reimbursements related to the July 2009 Fisher Plaza fire received in the three and six months ended June 30, 2011, respectively. Net insurance reimbursements of $309,000 and $400,000 were received in the three and six months ended June 30, 2010, respectively.

Gain on asset exchange, net

Gain on asset exchange, net was $842,000 and $1.8 million for the three and six months ended June 30, 2010, respectively. This amount represents the substitute equipment received from Sprint Nextel and the costs of installing the equipment. Upon installation and use of the equipment, the gain net of disposals was recorded.

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Loss on extinguishment of senior notes, net

During the three months ended June 30, 2011, we redeemed or repurchased $23.3 million aggregate principal amount of Senior Notes for a total consideration of $23.9 million in cash plus accrued interest of $231,000. We recorded a loss on extinguishment of debt of $948,000, including a charge for related unamortized debt issuance costs, of approximately $283,000.

During the six months ended June 30, 2011, we redeemed or repurchased $25.9 million aggregate principal amount of Senior Notes for a total consideration of $26.6 million in cash plus accrued interest of $309,000. We recorded a loss on extinguishment of debt of $1.1 million, including a charge for related unamortized debt issuance costs, of approximately $318,000.

During the three and six months ended June 30, 2010, we redeemed or repurchased $17.4 million aggregate principal amount of Senior Notes for a total consideration of $17.2 million in cash plus accrued interest of $272,000. We recorded a net loss on extinguishment of debt of $72,000, comprised of a charge for related unamortized debt issuance costs of $272,000, partially offset by a gain on extinguishment of debt of $200,000.

Other income, net

Other income, net, typically consists of interest and other miscellaneous income received. During the three and six months ended June 30, 2011, other income, net, decreased $6,000 and increased $17,000, respectively compared to the same periods in 2010. The increase in the six months ended June 30, 2011 compared to the same period in 2010 was primarily due to an insurance reimbursement received in March 2011.

Interest expense

Interest expense consists primarily of interest on our Senior Notes and amortization of the related financing fees. Interest expense in the three and six months ended June 30, 2011 decreased $712,000 and $1.1 million, respectively, from the same periods in 2010, primarily due to the decline in the outstanding principal balance following our redemption or repurchase of Senior Notes during 2010 and 2011.

Provision (benefit) for income taxes

Our effective tax rate was 37% and 34% for the six months ended June 30, 2011 and 2010, respectively. Our effective tax rate is calculated on the statutory rate of 35%, adjusted for estimated permanent differences, including non-deductible expenses, and changes in discrete or other non-recurring items, including federal or state tax audit adjustments. We record our income tax provision or benefit based upon our estimated annual effective tax rate.

Consistent with prior years, we recorded a full valuation allowance against our state deferred tax assets, as it is not more likely than not that a tax benefit for the deferred tax assets will be recognized based upon all available evidence. As a result, our effective tax rate is not affected by changes in state rates.

Income from discontinued operations, net of income taxes

The income from discontinued operations is related to our small market radio stations held for sale as of June 30, 2011, and is presented net of income taxes. See Note 5 to the unaudited condensed consolidated financial statements for more information on our discontinued operations.

Liquidity and Capital Resources

Liquidity

Our liquidity is primarily dependent upon cash and cash equivalents and net cash generated from operating activities. Our net cash generated from operating activities is sensitive to many factors, including changes in working capital and the timing and magnitude of capital expenditures. Working capital at any specific point in time is dependent upon many variables, including operating results, receivables and the timing of cash receipts and payments.

We expect cash flows from operations and our cash and cash equivalents to provide sufficient liquidity to meet our cash requirements for operations, projected working capital requirements and planned capital expenditures and commitments for at least the next 12 months. In the future, we may obtain a credit facility depending on market conditions and our current needs.

In the first half of 2011, we redeemed or repurchased $25.9 million aggregate principal amount of Senior Notes for a total consideration of $26.6 million in cash plus accrued interest of $309,000.

In July 2011, we redeemed or repurchased $6.3 million aggregate principal amount of Senior Notes for approximately $6.5 million in cash excluding accrued interest.

26

Capital Resources

Cash and cash equivalents were approximately $33.3 million as of June 30, 2011 compared to cash and cash equivalents of $52.9 million as of December 31, 2010. The decrease in cash and cash equivalents of $19.6 million was primarily due to a redemption or repurchase of Senior Notes for a total consideration of $26.6 million during the six months ended June 30, 2011.

As of June 30, 2011, we had outstanding $75.6 million aggregate principal amount of our Senior Notes. See “Description of Indebtedness” below. The Senior Notes Indenture contains certain restrictive and financial covenants applicable to our business, and we analyze our compliance with those covenants on an ongoing basis. We were in compliance with the debt covenant requirements at June 30, 2011 and December 31, 2010.

Net cash provided by operating activities

Net cash provided by operating activities for the six months ended June 30, 2011 of $5.5 million consists of our net income of $1.9 million, adjusted for non-cash charges of $7.8 million, which consisted primarily of depreciation and amortization, amortization of broadcast rights, gain on sale of real estate, stock-based compensation and premium paid upon redemption or repurchase of our Senior Notes, and a $1.9 million increase in working capital, which includes $2.4 million received on an annuity contract of a retiree, offset by $6.1 million of payments for broadcast rights.

Net cash provided by operating activities for the six months ended June 30, 2010 of $16.8 million consists of our net loss of $1.9 million plus our net non-cash charges of $11.9 million, which consisted primarily of depreciation and amortization, amortization of broadcast rights and gain on exchange of assets and a $13.0 million change in working capital, of which $9.0 million related to a decrease in income taxes receivable and payable, less $6.2 million of payments for broadcast rights.

Net cash provided by (used in) investing activities

During the six months ended June 30, 2011, cash flows provided by investing activities of $1.0 million consisted primarily of proceeds received from the sale of real estate of $4.2 million, partially offset by $3.0 million in purchases of property, plant and equipment.

During the six months ended June 30, 2010, cash flows used in investing activities consisted primarily of $6.0 million in purchases of property, plant and equipment, offset by $75,000 from the consolidation of a non-controlling interest.

Net cash used in financing activities

Net cash used in financing activities for the six months ended June 30, 2011 was $26.1 million primarily due to the redemption or repurchase of $25.9 million aggregate principal amount of Senior Notes, net share settlement for employee stock compensation tax withholding obligations of $273,000 and payments on capital lease agreements, partially offset by proceeds from exercise of stock options.

Net cash used in financing activities for the six months ended June 30, 2010 was $17.3 million, primarily due to the redemption or retirement of $17.4 million aggregate principal amount of Senior Notes for total consideration of $17.2 million in cash, payments on capital lease agreements and net share settlement of stock compensation tax obligations for employees.

Description of Indebtedness

At June 30, 2011, we had $75.6 million aggregate principal amount of our Senior Notes outstanding. The Senior Notes are fully and unconditionally guaranteed, jointly and severally, on an unsecured, senior basis by our current and future material domestic subsidiaries. Interest on the Senior Notes is payable semiannually in arrears on March 15 and September 15 of each year. The Senior Notes are due on September 15, 2014.

The indenture governing our Senior Notes contains provisions that limit our ability to distribute proceeds from asset sales. In the event that we do not use the proceeds from asset sales for qualifying purposes (as specified in the indenture) within 360 days from the date of sale, we will be required to offer to repurchase outstanding Senior Notes at par value to the extent of such unused proceeds. Under the indenture, qualifying purposes include: (i) repayment of secured indebtedness; (ii) purchase of assets used or useful in our business; (iii) certain acquisitions of other companies; (iv) expenditures used or useful in our business; and (v) certain investments in our company or our subsidiaries. We were in compliance with the debt covenant requirements at June 30, 2011 and December 31, 2010.

We are subject to various debt covenants and other restrictions under the indenture, including the requirement for early payments upon the occurrence of certain events, the violation of which could require repayment of the Senior Notes and affect our credit rating and access to other financing.

27

Recent Accounting Pronouncements

In August 2010, the FASB issued an exposure draft on lease accounting that would require entities to recognize assets and liabilities arising from lease contracts on the balance sheet. The proposed exposure draft states that lessees and lessors should apply a “right-of-use model” in accounting for all leases. Under the proposed model, lessees would recognize an asset for the right to use the leased asset, and a liability for the obligation to make rental payments over the lease term. The lease term is defined as the longest possible term that is “more likely than not” to occur. The accounting by a lessor would reflect its retained exposure to the risks or benefits of the underlying leased asset. A lessor would recognize an asset representing its right to receive lease payments based on the expected term of the lease. Comments on this exposure draft were due by December 15, 2010 and the final standard is expected to be issued before the end of 2011. We have not yet evaluated the impact, if any, this proposed standard will have on our consolidated financial statements.

In June 2011, the FASB issued an accounting standard update relating to the presentation of other comprehensive income. The accounting update eliminates the option to present components of other comprehensive income as part of the statement of stockholders’ equity. Instead, other comprehensive income must be reported in either a single continuous statement of comprehensive income (which would contain the current income statement presentation followed by the components of other comprehensive income and a total amount for comprehensive income), or in two separate, but consecutive statements. This guidance is effective for our fiscal year beginning January 1, 2012. We do not expect the guidance to impact our consolidated financial statements.

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The market risk in our financial instruments represents the potential loss arising from adverse changes in financial rates. We are exposed to market risk primarily in the area of interest rates. This exposure is directly related to our normal funding activities.

At June 30, 2011 and December 31, 2010, all of our debt was at a fixed rate and totaled $75.6 million and $101.4 million, respectively. The fair market value of long-term fixed interest rate debt is subject to interest rate risk. Generally, the fair market value of fixed interest rate debt will increase as interest rates fall and decrease as interest rates rise. The estimated fair value of our long-term debt at June 30, 2011 was approximately $76.9 million, which was approximately $1.3 million more than its carrying value. The estimated fair value of our long-term debt at December 31, 2010 was approximately $104.2 million, which was approximately $2.8 million more than its carrying value. Market risk is estimated as the potential change in fair market value resulting from a hypothetical 10% change in interest rates and, as of June 30, 2011, amounted to $2.1 million. Fair market values are determined based on market quotes by brokers. For fixed rate debt, interest rate changes do not impact financial position, operations or cash flows.

ITEM 4. CONTROLS AND PROCEDURES

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of our fiscal quarter ended June 30, 2011. Based on their evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of our fiscal quarter ended June 30, 2011, our disclosure controls and procedures were effective in ensuring that the information required to be disclosed by us in the reports that we file or submit under the Exchange Act is (i) recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and (ii) accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

We made no change in our internal control over financial reporting during the fiscal quarter ended June 30, 2011 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. We intend to continue to refine our internal control over financial reporting on an ongoing basis, as we deem appropriate with a view towards continuous improvement.

29

PART II

OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are parties to various claims, legal actions and complaints in the ordinary course of our businesses. In management’s opinion, all such matters are adequately covered by insurance, are without merit or are of such kind, or involve such amounts, that unfavorable disposition would not have a material adverse effect on our consolidated financial position, results of operations or cash flows.

ITEM 1A. RISK FACTORS

There have not been any material changes to the risk factors set forth in Part 1, Item 1A in our Annual Report on Form 10-K for the year ended December 31, 2010, filed with the Securities and Exchange Commission on March 8, 2011.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. (REMOVED AND RESERVED)

None.

ITEM 5. OTHER INFORMATION

None.

30

ITEM 6. EXHIBITS

3.1	Amended Bylaws as of May 11, 2011 (filed herewith).
31.1	Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer.
31.2	Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer.
32.1	Section 1350 Certification of Chief Executive Officer.
32.2	Section 1350 Certification of Chief Financial Officer.
101	The following financial information from Fisher Communication, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2011, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Statements of Income for the three and six months ended June 30, 2011 and 2010, (ii) Condensed Consolidated Balance Sheets at June 30, 2011, and December 31, 2010, (iii) Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2011 and 2010, and (iv) the Notes to Condensed Consolidated Financial Statements.

31

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 thereunto duly authorized.

	FISHER COMMUNICATIONS, INC.
Date: August 3, 2011	/S/    HASSAN N. NATHA
	Hassan N. Natha Senior Vice President and Chief Financial Officer (Signing on behalf of the registrant and as Principal Financial Officer)

32

EXHIBIT INDEX

Exhibit No.	Description
3.1	Amended Bylaws as of May 11, 2011 (filed herewith).
31.1	Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer.
31.2	Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer.
32.1	Section 1350 Certification of Chief Executive Officer.
32.2	Section 1350 Certification of Chief Financial Officer.
101	The following financial information from Fisher Communication, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2011, formatted in XBRL (eXtensible Business Reporting Language): (i) Condensed Consolidated Statements of Income for the three and six months ended June 30, 2011 and 2010, (ii) Condensed Consolidated Balance Sheets at June 30, 2011, and December 31, 2010, (iii) Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2011 and 2010, and (iv) the Notes to Condensed Consolidated Financial Statements.

33

EX-3.1

Exhibit 3.1

BYLAWS

OF

FISHER COMMUNICATIONS, INC.

(AS AMENDED)

Amendments are listed on page i

Fisher Bylaws as of May 11, 2011

FISHER COMMUNICATIONS, INC.

AMENDMENTS

Section	Effect of Amendment	Date of Amendment
3.2	Reduce Board size to 9 directors	May 11, 2011

Page i

Fisher Bylaws as of May 11, 2011

CONTENTS

SECTION 1	1
SECTION 2	1
2.1 Annual Meeting	1
2.2 Special Meetings	1
2.3 Meetings by Communication Equipment	1
2.4 Date, Time and Place of Meeting	1
2.5 Notice of Meeting	2
2.6 Business for Shareholders’ Meetings	3
2.6.1 Business at Annual Meetings	3
2.6.2 Business at Special Meetings	4
2.6.3 Notice to Corporation	4
2.7 Waiver of Notice	4
2.8 Fixing of Record Date for Determining Shareholders	4
2.9 Voting Record	5
2.10 Quorum	5
2.11 Manner of Acting	5
2.12 Proxies	5
2.13 Voting of Shares	6
2.14 Voting for Directors	6
2.15 Action by Shareholders Without a Meeting	6
2.16 Inspectors of Election	6
2.16.1 Appointment	6
2.16.2 Duties	6
SECTION 3	7
3.1 General Powers	7
3.2 Number and Tenure	7
3.3 Nomination and Election	8
3.3.1 Nomination	8
3.3.2 Election	9
3.4 Annual and Regular Meetings	9
3.5 Special Meetings	9

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Fisher Bylaws as of May 11, 2011

3.6 Meetings by Communications Equipment	9
3.7 Notice of Special Meetings	9
3.7.1 Personal Delivery	9
3.7.2 Delivery by Mail	9
3.7.3 Delivery by Private Carrier	10
3.7.4 Facsimile Notice	10
3.7.5 Delivery by Email	10
3.7.6 Oral Notice	10
3.8 Waiver of Notice	10
3.8.1 In Writing	10
3.8.2 By Attendance	10
3.9 Quorum	11
3.10 Manner of Acting	11
3.11 Presumption of Assent	11
3.12 Action by Board or Committees Without a Meeting	11
3.13 Resignation	11
3.14 Removal	11
3.15 Vacancies	12
3.16 Committees	12
3.16.1 Creation of Committees	12
3.16.2 Authority of Committees	12
3.16.3 Quorum and Manner of Acting	13
3.16.4 Minutes of Meetings	13
3.16.5 Resignation	13
3.16.6 Removal	13
3.17 Compensation	13
SECTION 4	13
4.1 Appointment and Term	13
4.2 Resignation	14
4.3 Removal	14
4.4 Contract Rights of Officers	14
4.5 Chairman of the Board	14

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Fisher Bylaws as of May 11, 2011

4.6 Chief Executive Officer	14
4.7 President	15
4.8 Vice President	15
4.9 Secretary	15
4.10 Treasurer	15
4.11 Salaries	15
SECTION 5	16
5.1 Contracts	16
5.2 Loans to the Corporation	16
5.3 Checks, Drafts, Etc.	16
5.4 Deposits	16
SECTION 6	16
6.1 Issuance of Shares	16
6.2 Certificates for Shares	16
6.3 Stock Records	17
6.4 Transfer of Shares	17
6.5 Lost or Destroyed Certificates	17
SECTION 7	17
SECTION 8	17
SECTION 9	18
SECTION 10	18
10.1 Right to Indemnification	18
10.2 Restrictions on Indemnification	18
10.3 Advancement of Expenses	19
10.4 Right of Indemnitee to Bring Suit	19
10.5 Procedures Exclusive	19
10.6 Nonexclusivity of Rights	19
10.7 Insurance, Contracts and Funding	19
10.8 Indemnification of Employees and Agents of the Corporation	20
10.9 Persons Serving Other Entities	20
SECTION 11	20

Page iii

Fisher Bylaws as of May 11, 2011

BYLAWS

OF

FISHER COMMUNICATIONS, INC.

SECTION 1. OFFICES

The principal office of the corporation shall be located at the principal place of business or such other place as the Board of Directors (“Board”) may designate. The corporation may have such other offices, either within or without the State of Washington, as the Board may designate or as the business of the corporation may require from time to time.

SECTION 2. SHAREHOLDERS

2.1 Annual Meeting

The annual meeting of the shareholders shall be held the at such place and time and on such date as determined by the Board of Directors for the purpose of electing Directors and transacting such other business as may properly come before the meeting. If the day fixed for the annual meeting is a legal holiday at the place of the meeting, the meeting shall be held on the next succeeding business day. At any time prior to the commencement of the annual meeting, the Board may postpone the annual meeting for a period of up to 120 days from the date fixed for such meeting in accordance with this subsection 2.1.

2.2 Special Meetings

The Chairman of the Board or the Board may call special meetings of the shareholders for any purpose. Further, a special meeting of the shareholders shall be held if the holders of not less than 25% of all the votes entitled to be cast on any issue proposed to be considered at such special meeting have dated, signed and delivered to the Secretary, no later than 20 business days prior to the date of such meeting, one or more written demands for such meeting, describing the purpose or purposes for which it is to be held.

2.3 Meetings by Communication Equipment

Shareholders may participate in any meeting of the shareholders by any means of communication by which all persons participating in the meeting can hear each other during the meeting. Participation by such means shall constitute presence at a meeting.

2.4 Date, Time and Place of Meeting

Except as otherwise provided herein, all meetings of shareholders, including those held pursuant to demand by shareholders as provided herein, shall be held on such date and

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Fisher Bylaws as of May 11, 2011

at such time and place, within or without the State of Washington, designated by or at the direction of the Board.

2.5 Notice of Meeting

Written notice stating the place, day and hour of the meeting and, in the case of a special meeting, the purpose or purposes for which the meeting is called shall be given by or at the direction of the Board or the Chairman of the Board to each shareholder entitled to notice of or to vote at the meeting not less than 10 nor more than 60 days before the meeting, except that notice of a meeting to act on an amendment to the Articles of Incorporation, a plan of merger or share exchange, the sale, lease, exchange or other disposition of all or substantially all of the corporation’s assets other than in the regular course of business or the dissolution of the corporation shall be given not less than 20 nor more than 60 days before such meeting. If an annual or special shareholders’ meeting is adjourned to a different date, time or place, no notice of the new date, time or place is required if they are announced at the meeting before adjournment. If a new record date for the adjourned meeting is or must be fixed, notice of the adjourned meeting must be given to shareholders entitled to notice of or to vote as of the new record date.

Such notice may be transmitted by mail, telegraph, teletype, facsimile equipment, air courier, ground courier, personal delivery or electronic transmission. If these forms of written notice are impractical in the view of the Board, the Chairman of the Board, the Chief Executive Officer, the President or the Secretary, written notice may be transmitted by an advertisement in a newspaper of general circulation in the area of the corporation’s principal office. Notice to shareholders in an electronic transmission is effective only with respect to shareholders that have consented, in the form of a record, to receive electronically transmitted notices and designated in the consent the address, location or system to which these notices may be electronically transmitted. Notice provided in an electronic transmission includes material required or permitted to accompany the notice by the Washington Business Corporation Act or other applicable statute or regulation. A shareholder that has consented to receipt of electronically transmitted notices may revoke the consent by delivering a revocation to the corporation in the form of a record. The consent of a shareholder to receive notice by electronic transmission is revoked if the corporation is unable to electronically transmit two consecutive notices given by the corporation in accordance with the consent, and this inability becomes known to the Secretary of the corporation, the transfer agent or any other person responsible for giving the notice. The inadvertent failure by the corporation to treat this inability as a revocation does not invalidate any meeting or other action.

Such notice shall be deemed effective as follows:

(a) Notice by Mail. Notice given by mail is effective when deposited in the United States mail, first-class postage prepaid, properly addressed to the shareholder at the shareholder’s address as it appears in the corporation’s current record of shareholders.

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Fisher Bylaws as of May 11, 2011

(b) Notice by Telegraph, Teletype or Facsimile Equipment. Notice given by telegraph, teletype or facsimile equipment that transmits a facsimile of the notice is effective when dispatched to the shareholder’s address, telephone number or other number appearing on the records of the corporation.

(c) Notice by Air Courier. Notice given by air courier is effective when dispatched, if prepaid and properly addressed to the shareholder at the shareholder’s address as it appears in the corporation’s current record of shareholders.

(d) Notice by Ground Courier or Other Personal Delivery. Notice given by ground courier or other personal delivery is effective when received by a shareholder.

(e) Notice by Electronic Transmission. Notice provided in an electronic transmission, if in comprehensible form, is effective when it (i) is electronically transmitted to an address, location or system designated by the recipient for that purpose, or (ii) has been posted on an electronic network and a separate record of the posting has been delivered to the recipient together with comprehensible instructions regarding how to obtain access to the posting on the electronic network.

(f) Notice by Publication. Notice given by publication is effective five days after first publication.

2.6 Business for Shareholders’ Meetings

2.6.1 Business at Annual Meetings

In addition to the election of Directors, other proper business may be transacted at an annual meeting of shareholders, provided that such business is properly brought before such meeting. To be properly brought before an annual meeting, business must be (a) brought by or at the direction of the Board or (b) brought before the meeting by a shareholder pursuant to written notice thereof, in accordance with subsection 2.6.3 hereof, and received by the Secretary not fewer than 90 nor more than 120 days prior to the anniversary date of the prior year’s annual meeting; provided that if the date of the annual meeting is advanced more than 30 days prior to or delayed by more than 30 days after the anniversary of the preceding year’s annual meeting, notice by the shareholder to be timely must be so delivered not earlier than the close of business on the 90^th day and not later than the close of business on the later of (i) the 90^th day prior to such annual meeting or (ii) the tenth day following the day on which the notice of the date of the annual meeting was mailed or such public disclosure was made. No business shall be conducted at any annual meeting of shareholders except in accordance with this subsection 2.6.1. If the facts warrant, the Board, or the chairman of an annual meeting of shareholders, may determine and declare (a) that a proposal does not constitute proper business to be transacted at the meeting or (b) that business was not properly brought before the meeting in accordance with the provisions of this subsection 2.6.1 and, if, in either case, it is so determined, any such business shall not be transacted. In addition to the procedures set forth in this subsection 2.6.1, shareholders desiring to include a proposal in the Corporation’s proxy statement must also comply with the requirements set

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Fisher Bylaws as of May 11, 2011

forth in Rule 14a-8 under Section 14 of the Securities Exchange Act of 1934, as amended, or any successor provision.

2.6.2 Business at Special Meetings

At any special meeting of the shareholders, only such business as is specified in the notice of such special meeting given by or at the direction of the person or persons calling such meeting, in accordance with subsection 2.2 hereof, shall come before such meeting.

2.6.3 Notice to Corporation

Any written notice required to be delivered by a shareholder to the corporation pursuant to subsection 2.2, subsection 2.6.1 or subsection 2.6.2 hereof must be given, either by personal delivery or by registered or certified mail, postage prepaid, to the Secretary at the corporation’s principal executive offices. Any such shareholder notice shall set forth (i) the name and address of the shareholder proposing such business; (ii) a representation that the shareholder is entitled to vote at such meeting and a statement of the number of shares of the corporation that are beneficially owned by the shareholder; (iii) a representation that the shareholder intends to appear in person or by proxy at the meeting to propose such business; and (iv) as to each matter the shareholder proposes to bring before the meeting, a brief description of the business desired to be brought before the meeting, the reasons for conducting such business at the meeting, the language of the proposal (if appropriate), and any material interest of the shareholder in such business.

2.7 Waiver of Notice

Whenever any notice is required to be given to any shareholder under the provisions of these Bylaws, the Articles of Incorporation or the Washington Business Corporation Act, a waiver thereof in writing, signed by the person or persons entitled to such notice and delivered to the corporation, whether before or after the date and time of the meeting, shall be deemed equivalent to the giving of such notice. Further, notice of the time, place and purpose of any meeting will be deemed to be waived by any shareholder by attendance thereat in person or by proxy, unless such shareholder at the beginning of the meeting objects to holding the meeting or transacting business at the meeting.

2.8 Fixing of Record Date for Determining Shareholders

For the purpose of determining shareholders entitled (a) to notice of or to vote at any meeting of shareholders or any adjournment thereof, (b) to demand a special meeting, or (c) to receive payment of any dividend, or in order to make a determination of shareholders for any other purpose, the Board may fix a future date as the record date for any such determination. Such record date shall be not more than 70 days, and in case of a meeting of shareholders, not less than 10 days prior to the date on which the particular action requiring such determination is to be taken. If no record date is fixed for the determination of shareholders entitled to notice of or to vote at a meeting, the record date shall be the day immediately preceding the date on which notice of the meeting is first given to shareholders. Such a determination shall apply to any adjournment of the meeting unless the Board fixes a

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Fisher Bylaws as of May 11, 2011

new record date, which it shall do if the meeting is adjourned to a date more than 120 days after the date fixed for the original meeting. If no record date is set for the determination of shareholders entitled to receive payment of any stock dividend or distribution (other than one involving a purchase, redemption, or other acquisition of the corporation’s shares) the record date shall be the date the Board authorizes the stock dividend or distribution.

2.9 Voting Record

At least 10 days before each meeting of shareholders, an alphabetical list of the shareholders entitled to notice of such meeting shall be made, arranged by voting group and by each class or series of shares therein, with the address of and number of shares held by each shareholder. This record shall be kept at the principal office of the corporation for 10 days prior to such meeting, and shall be kept open at such meeting, for the inspection of any shareholder or any shareholder’s agent.

2.10 Quorum

A majority of the votes entitled to be cast on a matter by the holders of shares that, pursuant to the Articles of Incorporation or the Washington Business Corporation Act, are entitled to vote and be counted collectively upon such matter, represented in person or by proxy, shall constitute a quorum of such shares at a meeting of shareholders. If less than a quorum is present or represented at a meeting, a majority of the votes so represented may adjourn the meeting from time to time without further notice if the new date, time or place is announced at the meeting before adjournment. Any business may be transacted at a reconvened meeting that might have been transacted at the meeting as originally called, provided a quorum is present or represented thereat. Once a share is represented for any purpose at a meeting other than solely to object to holding the meeting or transacting business thereat, it is deemed present for quorum purposes for the remainder of the meeting and any adjournment thereof (unless a new record date is or must be set for the adjourned meeting) notwithstanding the withdrawal of enough shareholders to leave less than a quorum.

2.11 Manner of Acting

If a quorum is present, action on a matter other than the election of Directors shall be approved if the votes cast in favor of the action by the shares entitled to vote and be counted collectively upon such matter exceed the votes cast against such action by the shares entitled to vote and be counted collectively thereon, unless the Articles of Incorporation or the Washington Business Corporation Act requires a greater number of affirmative votes.

2.12 Proxies

A shareholder may vote by proxy executed in writing by the shareholder or by his or her attorney-in-fact or agent. Such proxy shall be effective when received by the Secretary or other officer or agent authorized to tabulate votes. A proxy shall become invalid 11 months after the date of its execution, unless otherwise provided in the proxy. A proxy with respect to a specified meeting shall entitle the holder thereof to vote at any reconvened

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meeting following adjournment of such meeting but shall not be valid after the final adjournment thereof.

2.13 Voting of Shares

Except as provided in the Articles of Incorporation or in Section 2.14 hereof, each outstanding share entitled to vote with respect to a matter submitted to a meeting of shareholders shall be entitled to one vote upon such matter.

2.14 Voting for Directors

Each shareholder entitled to vote at an election of Directors may vote, in person or by proxy, the number of shares owned by the shareholder for as many persons as there are Directors to be elected and for whose election the shareholder has a right to vote or to cumulate votes for one or more nominees. Unless otherwise provided in the Articles of Incorporation, the candidates elected shall be those receiving the largest number of votes cast, up to the number of Directors to be elected. Directors may be elected by consent in lieu of an annual or special meeting in accordance with Section 2.15 of these Bylaws.

2.15 Action by Shareholders Without a Meeting

Any action that could be taken at a meeting of the shareholders may be taken without a meeting if one or more written consents setting forth the action so taken are signed by all shareholders entitled to vote on the action and are delivered to the corporation. If not otherwise fixed by the Board, the record date for determining shareholders entitled to take action without a meeting is the date the first shareholder signs the consent. A shareholder may withdraw a consent only by delivering a written notice of withdrawal to the corporation prior to the time that all consents are in the possession of the corporation. Action taken by written consent of shareholders without a meeting is effective when all consents are in the possession of the corporation, unless the consent specifies a later effective date. Any such consent shall be inserted in the minute book as if it were the minutes of a meeting of the shareholders.

2.16 Inspectors of Election

2.16.1 Appointment

In advance of any meeting of shareholders, the Board shall appoint one or more persons to act as inspectors of election at such meeting and to make a written report thereof. The Board may designate one or more persons to serve as alternate inspectors to serve in place of any inspector who is unable or fails to act. If no inspector or alternate is able to act at a meeting of shareholders, the chairman of such meeting shall appoint one or more persons to act as inspector of elections at such meeting.

2.16.2 Duties

The inspectors of election shall:

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(a) ascertain the number of shares of the corporation outstanding and the voting power of each such share;

(b) determine the shares represented at the meeting and the validity of proxies and ballots;

(c) count all votes and ballots;

(d) determine and retain for a reasonable period of time a record of the disposition of any challenges made to any determination by them; and

(e) certify their determination of the number of shares represented at the meeting and their count of the votes and ballots.

The validity of any proxy or ballot shall be determined by the inspectors of election in accordance with the applicable provisions of these Bylaws and the Washington Business Corporation Act as then in effect. In determining the validity of any proxy transmitted by telegram, cablegram or other electronic transmission, the inspectors shall record in writing the information upon which they relied in making such determination. Each inspector of elections shall, before entering upon the discharge of his or her duties, take and sign an oath to faithfully execute the duties of inspector with strict impartiality and according to the best of his or her ability. The inspectors of election may appoint or retain other persons or entities to assist them in the performance of their duties.

SECTION 3. BOARD OF DIRECTORS

3.1 General Powers

All corporate powers shall be exercised by or under the authority of, and the business and affairs of the corporation shall be managed under the direction of, the Board, except as may be otherwise provided in these Bylaws, the Articles of Incorporation or the Washington Business Corporation Act.

3.2 Number and Tenure

The Board shall be composed of 9 Directors. The number of Directors may be changed from time to time by amendment to these Bylaws, but no decrease in the number of Directors shall have the effect of shortening the term of any incumbent Director. The Directors shall be divided into three classes designated as Class 1, Class 2 and Class 3, respectively. At each annual meeting of shareholders, Directors shall be elected for a full term of three years to succeed the Directors of the class whose terms expire at such annual meeting. Notwithstanding any of the foregoing provisions of this subsection 3.2, Directors shall serve until their successors are elected and qualified or until their earlier death, resignation or removal from office or until there is a decrease in the number of Directors.

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3.3 Nomination and Election

3.3.1 Nomination

Only persons who are nominated in accordance with the following procedures shall be eligible for election as Directors. Nominations for the election of Directors may be made (a) by or at the direction of the Board or (b) by any shareholder of record entitled to vote for the election of Directors at such meeting; provided, however, that a shareholder may nominate persons for election as Directors only if written notice (in accordance with subsection 2.6.3 hereof) of such shareholder’s intention to make such nominations is received by the Secretary not later than (i) with respect to an election to be held at an annual meeting of the shareholders, not fewer than 90 nor more than 120 days prior to the anniversary date of the prior year’s annual meeting; provided that if the date of the annual meeting is advanced more than 30 days prior to or delayed by more than 30 days after the anniversary of the preceding year’s annual meeting, notice by the shareholder to be timely must be so delivered not earlier than the close of business on the 90^th day and not later than the close of business on the later of (x) the 90^th day prior to such annual meeting or (y) the tenth day following the day on which the notice of the date of the annual meeting was mailed or such public disclosure was made, and (ii) with respect to an election to be held at a special meeting of the shareholders for the election of Directors, the close of business on the seventh business day following the date on which notice of such meeting is first given to shareholders. Any such shareholder’s notice shall set forth (a) the name and address of the shareholder who intends to make a nomination; (b) a representation that the shareholder is entitled to vote at such meeting and a statement of the number of shares of the corporation that are beneficially owned by the shareholder; (c) a representation that the shareholder intends to appear in person or by proxy at the meeting to nominate the person or persons specified in the notice; (d) as to each person the shareholder proposes to nominate for election or re-election as a Director, the name and address of such person and such other information regarding such nominee as would be required in a proxy statement filed pursuant to the proxy rules of the Securities and Exchange Commission had such nominee been nominated by the Board, and a description of any arrangements or understandings, between the shareholder and such nominee and any other persons (including their names), pursuant to which the nomination is to be made; and (e) the consent of each such nominee to serve as a Director if elected. If the facts warrant, the Board, or the chairman of a shareholders’ meeting at which Directors are to be elected, may determine and declare that a nomination was not made in accordance with the foregoing procedure and, if it is so determined, the defective nomination shall be disregarded. The right of shareholders to make nominations pursuant to the foregoing procedure is subject to the superior rights, if any, of the holders of any class or series of stock having a preference over the common stock. The procedures set forth in this subsection 3.3 for nomination for the election of Directors by shareholders are in addition to, and not in limitation of, any procedures now in effect or hereafter adopted by or at the direction of the Board or any committee thereof.

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3.3.2 Election

At each election of Directors, the persons receiving the greatest number of votes, up to the number of Directors to be elected, shall be the Directors.

3.4 Annual and Regular Meetings

Unless otherwise determined by resolution, an annual Board meeting shall be held without notice immediately after and at the same place as the annual meeting of shareholders. By resolution the Board, or any committee thereof, may specify the time and place either within or without the State of Washington for holding regular meetings thereof without notice other than such resolution.

3.5 Special Meetings

Special meetings of the Board or any committee designated by the Board may be called by the Chairman of the Board, or at the request of the Chief Executive Officer or, in the case of special Board meetings, the majority of Directors or, in the case of any special meeting of any committee designated by the Board, by the Chairman thereof. The person or persons authorized to call special meetings may fix any place either within or without the State of Washington as the place for holding any special Board or committee meeting called by them.

3.6 Meetings by Communications Equipment

Members of the Board or any committee designated by the Board may participate in a meeting of such Board or committee by, or conduct the meeting through the use of, any means of communication by which all Directors participating in the meeting can hear each other during the meeting. Participation by such means shall constitute presence at a meeting.

3.7 Notice of Special Meetings

Notice of a special Board or committee meeting stating the place, day and hour of the meeting shall be given to a Director in writing or orally. Neither the business to be transacted at, nor the purpose of, any special meeting need be specified in the notice of such meeting.

3.7.1 Personal Delivery

If notice is given by personal delivery, the notice shall be effective if delivered to a Director at least two days before the meeting.

3.7.2 Delivery by Mail

If notice is delivered by mail, the notice shall be deemed effective if deposited in the official government mail at least five days before the meeting, properly addressed to a

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Director at his or her address shown on the records of the corporation, with postage thereon prepaid.

3.7.3 Delivery by Private Carrier

If notice is given by private carrier, the notice shall be deemed effective when dispatched to a Director at his or her address shown on the records of the corporation at least three days before the meeting.

3.7.4 Facsimile Notice

If notice is delivered by wire or wireless equipment which transmits a facsimile of the notice, the notice shall be deemed effective when dispatched at least two days before the meeting to a Director at his or her telephone number or other number appearing on the records of the corporation.

3.7.5 Delivery by Email

If notice is delivered by email, the notice shall be deemed effective upon electronic confirmation of receipt, such as by receipt by the sender of an electronic return receipt at least three days before the meeting.

3.7.6 Oral Notice

If notice is delivered orally, by telephone or in person, the notice shall be deemed effective if personally given to the Director at least two days before the meeting.

3.8 Waiver of Notice

3.8.1 In Writing

Whenever any notice is required to be given to any Director under the provisions of these Bylaws, the Articles of Incorporation or the Washington Business Corporation Act, a waiver thereof in writing, signed by the person or persons entitled to such notice and delivered to the corporation, whether before or after the date and time of the meeting, shall be deemed equivalent to the giving of such notice. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the Board or any committee designated by the Board need be specified in the waiver of notice of such meeting.

3.8.2 By Attendance

A Director’s attendance at or participation in a Board or committee meeting shall constitute a waiver of notice of such meeting, unless the Director at the beginning of the meeting, or promptly upon his or her arrival, objects to holding the meeting or transacting business thereat and does not thereafter vote for or assent to action taken at the meeting.

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3.9 Quorum

A majority of the number of Directors fixed by or in the manner provided in these Bylaws shall constitute a quorum for the transaction of business at any Board meeting but, if less than a quorum are present at a meeting, a majority of the Directors present may adjourn the meeting from time to time without further notice.

3.10 Manner of Acting

Except as otherwise provided herein, if a quorum is present when the vote is taken, the act of the majority of the Directors present at a Board meeting shall be the act of the Board, unless the vote of a greater number is required by these Bylaws, the Articles of Incorporation or the Washington Business Corporation Act.

3.11 Presumption of Assent

A Director of the corporation who is present at a Board or committee meeting at which any action is taken shall be deemed to have assented to the action taken unless (a) the Director objects at the beginning of the meeting, or promptly upon the Director’s arrival, to holding the meeting or transacting any business thereat, (b) the Director’s dissent or abstention from the action taken is entered in the minutes of the meeting, or (c) the Director delivers written notice of the Director’s dissent or abstention to the presiding officer of the meeting before its adjournment or to the corporation within a reasonable time after adjournment of the meeting. The right of dissent or abstention is not available to a Director who votes in favor of the action taken.

3.12 Action by Board or Committees Without a Meeting

Any action which could be taken at a meeting of the Board or of any committee created by the Board may be taken without a meeting if one or more written consents setting forth the action so taken are signed by each of the Directors or by each committee member either before or after the action is taken and delivered to the corporation. Action taken by written consent of Directors without a meeting is effective when the last Director signs the consent, unless the consent specifies a later effective date. Any such written consent shall be inserted in the minute book as if it were the minutes of a Board or a committee meeting.

3.13 Resignation

Any Director may resign at any time by delivering written notice to the Chairman of the Board. Any such resignation is effective upon delivery thereof unless the notice of resignation specifies a later effective date and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.

3.14 Removal

Directors shall, as provided in the Articles of Incorporation, be removed only for cause and only at a meeting of shareholders expressly called for that purpose. Such removal

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shall be by the holders of not less than two-thirds of the shares entitled to elect the Director or Directors whose removal is sought.

3.15 Vacancies

Any vacancies on the Board of Directors resulting from death, resignation, disqualification, removal or other causes and any newly created directorships resulting from any increase in the number of Directors, shall, except as otherwise provided by law, be filled only by the affirmative vote of a majority of the Directors then in office, even though less than a quorum of the Board of Directors, and not by the shareholders, unless the Board of Directors determines by resolution that any such vacancies or newly created directorships may be filled by the shareholders. A Director elected to fill a vacancy shall serve only until the next election of Directors by the shareholders.

3.16 Committees

3.16.1 Creation of Committees

The Board, by resolution adopted by the greater of a majority of the Directors then in office and the number of Directors required to take action in accordance with these Bylaws, may create standing or temporary committees, including an Executive Committee, an Audit Committee, a Compensation Committee, a Nominating and Corporate Governance Committee and a Planning Committee, and designate members thereto from its own number based upon the recommendation of the Nominating and Governance Committee with respect to membership and chairmanship, if in existence, and invest such committees with such powers as it may see fit, subject to such conditions as may be prescribed by the Board, these Bylaws and applicable law. Each committee must have three or more members, who shall serve at the pleasure of the Board.

3.16.2 Authority of Committees

Each committee shall have and may exercise all of the authority of the Board to the extent provided in the resolution of the Board or as set forth in the charter of such Committee creating the committee and any subsequent resolutions pertaining thereto and adopted in like manner, except that no such committee shall have the authority to: (1) authorize or approve a distribution except according to a general formula or method prescribed by the Board, (2) approve or propose to shareholders actions or proposals required by the Washington Business Corporation Act to be approved by shareholders, (3) fill vacancies on the Board or any committee thereof, (4) adopt, amend or repeal Bylaws, (5) amend the Articles of Incorporation pursuant to RCW 23B.10.020, (6) approve a plan of merger not requiring shareholder approval, or (7) authorize or approve the issuance or sale or contract for sale of shares, or determine the designation and relative rights, preferences and limitations of a class or series of shares except that the Board may authorize a committee or a senior executive officer of the corporation to do so within limits specifically prescribed by the Board.

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3.16.3 Quorum and Manner of Acting

A majority of the number of Directors composing any committee of the Board, as established and fixed by resolution of the Board, shall constitute a quorum for the transaction of business at any meeting of such committee but, if less than a quorum are present at a meeting, a majority of such Directors present may adjourn the meeting from time to time without further notice. Except as may be otherwise provided in the Washington Business Corporation Act, if a quorum is present when the vote is taken the act of a majority of the members present shall be the act of the committee.

3.16.4 Minutes of Meetings

All committees shall keep regular minutes of their meetings and shall cause them to be recorded in books kept for that purpose.

3.16.5 Resignation

Any member of any committee may resign at any time by delivering written notice thereof to the Chairman of the Board. Any such resignation is effective upon delivery thereof, unless the notice of resignation specifies a later effective date, and the acceptance of such resignation shall not be necessary to make it effective.

3.16.6 Removal

The Board may remove any member of any committee elected or appointed by it but only by the affirmative vote of the greater of a majority of the Directors then in office and the number of Directors required to take action in accordance with these Bylaws.

3.17 Compensation

By Board resolution, Directors and committee members may be paid their expenses, if any, of attendance at each Board or committee meeting, a fixed sum for attendance at each Board or committee meeting, and receive an annual retainer as Director or a committee member, which may be paid in cash, Company’s securities or a combination. No such payment shall preclude any Director or committee member from serving the corporation in any other capacity and receiving compensation therefor.

SECTION 4. OFFICERS

4.1 Appointment and Term

The officers of the corporation shall be those officers appointed or elected from time to time by the Board or by any other officer empowered to do so. The Board shall have sole power and authority to appoint or elect executive officers. The Board or the President may appoint such other officers and assistant officers to hold office for such period, have such authority and perform such duties as may be prescribed. The Board may delegate to any other officer the power to appoint any subordinate officers and to prescribe their respective

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terms of office, authority and duties. Any two or more offices may be held by the same person. Unless an officer dies, resigns or is removed from office, he or she shall hold office until his or her successor is appointed.

4.2 Resignation

Any officer may resign at any time by delivering written notice thereof to the Chief Executive Officer. Any such resignation is effective upon delivery thereof, unless the notice of resignation specifies a later effective date, and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.

4.3 Removal

Any officer may be removed by the Board at any time, with or without cause. An officer or assistant officer, if appointed by another officer, may also be removed by any officer authorized to appoint officers or assistant officers.

4.4 Contract Rights of Officers

The appointment of an officer does not itself create contract rights.

4.5 Chairman of the Board

If appointed, the Chairman of the Board shall perform such duties as shall be assigned to him or her by the Board from time to time and shall preside over meetings of the Board and shareholders unless another officer is appointed or designated by the Board as Chairman of such meetings.

4.6 Chief Executive Officer

If appointed, the Chief Executive Officer shall be the chief executive officer of the corporation, shall preside over meetings of the Board and shareholders in the absence of a Chairman of the Board and, subject to the Board’s control, shall supervise and control all of the assets, business and affairs of the corporation. In the event of the death of the Chairman of the Board or his or her inability to act, the Chief Executive Officer shall perform the duties of the Chairman of the Board, except as may be limited by resolution of the Board, with all the powers of and subject to all the restrictions upon the Chairman of the Board. The Chief Executive Officer may sign, alone or with the Secretary or an Assistant Secretary or with the Treasurer or an Assistant Treasurer, certificates for shares of the corporation, deeds, mortgages, bonds, contracts or other instruments, except when the signing and execution thereof have been expressly delegated by the Board or by these Bylaws to some other officer or agent of the corporation or are required by law to be otherwise signed or executed by some other officer or in some other manner. In general, the Chief Executive Officer shall perform all duties incident to the office of Chief Executive Officer and such other duties as are prescribed by the Board from time to time.

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4.7 President

The President shall be the chief operating officer of the corporation unless some other officer is so designated by the Board. The President may sign, with the Secretary or any Assistant Secretary or with the Treasurer or an Assistant Treasurer, certificates for shares of the corporation. The President shall perform such other duties as from time to time may be assigned to him or her by the Chairman of the Board or by the Board.

4.8 Vice President

In the event of the death of the President or his or her inability to act, the Vice President (or if there is more than one Vice President, the Vice President who was designated by the Board as the successor to the President, or if no Vice President is so designated, the Vice President first elected to such office) shall perform the duties of the President, except as may be limited by resolution of the Board, with all the powers of and subject to all the restrictions upon the President. Any Vice President may sign, with the Secretary or any Assistant Secretary or with the Treasurer or any Assistant Treasurer, certificates for shares of the corporation. Vice Presidents shall perform such other duties as from time to time may be assigned to them by the Chairman of the Board, the President or the Board.

4.9 Secretary

If appointed, the Secretary shall be responsible for preparation of minutes of the meetings of the Board and shareholders, maintenance of the corporation records and stock registers, and authentication of the corporation’s records and shall in general perform all duties incident to the office of Secretary and such other duties as from time to time may be assigned to him or her by the President or by or at the direction of the Board. In the absence of the Secretary, an Assistant Secretary may perform the duties of the Secretary.

4.10 Treasurer

If appointed, the Treasurer shall have charge and custody of and be responsible for all funds and securities of the corporation, receive and give receipts for moneys due and payable to the corporation from any source whatsoever, and deposit all such moneys in the name of the corporation in banks, trust companies or other depositories selected in accordance with the provisions of these Bylaws, and in general perform all of the duties incident to the office of Treasurer and such other duties as from time to time may be assigned to him or her by the President or by or at the direction of the Board. In the absence of the Treasurer, an Assistant Treasurer may perform the duties of the Treasurer. If required by the Board, the Treasurer or any Assistant Treasurer shall give a bond for the faithful discharge of his or her duties in such amount and with such surety or sureties as the Board shall determine.

4.11 Salaries

The salaries of the officers shall be determined by the Board or by any person or persons, including the Compensation Committee, to whom the Board has delegated such authority.

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SECTION 5. CONTRACTS, LOANS, CHECKS AND DEPOSITS

5.1 Contracts

The Board may authorize any officer or officers, or agent or agents, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the corporation. Such authority may be general or confined to specific instances.

5.2 Loans to the Corporation

No loans shall be contracted on behalf of the corporation and no evidences of indebtedness shall be issued in its name unless authorized by a resolution of the Board. Such authority may be general or confined to specific instances.

5.3 Checks, Drafts, Etc.

All checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the corporation shall be signed by such officer or officers, or agent or agents, of the corporation and in such manner as is from time to time determined by resolution of the Board.

5.4 Deposits

All funds of the corporation not otherwise employed shall be deposited from time to time to the credit of the corporation in such banks, trust companies or other depositories as the Board may select.

SECTION 6. CERTIFICATES FOR SHARES AND THEIR TRANSFER

6.1 Issuance of Shares

No shares of the corporation shall be issued unless authorized by the Board, or by a committee designated by the Board to the extent such committee is empowered to do so.

6.2 Certificates for Shares

(a) Certificates representing shares of the corporation shall be signed, either manually or in facsimile, by the President or any Vice President and by the Treasurer or any Assistant Treasurer or the Secretary or any Assistant Secretary and shall include on their face written notice of any restrictions which may be imposed on the transferability of such shares. All certificates shall be consecutively numbered or otherwise identified.

(b) The Board of Directors may authorize the issue of some or all of the shares without certificates. Within a reasonable time after the issue or transfer of shares without certificates, the corporation shall send the shareholder a written statement of the information required on certificates by the Washington Business Corporation Act.

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6.3 Stock Records

The stock transfer books shall be kept at the principal office of the corporation or at the office of the corporation’s transfer agent or registrar. The name and address of each person to whom certificates for shares are issued, together with the class and number of shares represented by each such certificate and the date of issue thereof, shall be entered on the stock transfer books of the corporation. The person in whose name shares stand on the books of the corporation shall be deemed by the corporation to be the owner thereof for all purposes.

6.4 Transfer of Shares

The transfer of shares of the corporation shall be made only on the stock transfer books of the corporation pursuant to authorization or document of transfer made by the holder of record thereof or by his or her legal representative, who shall furnish proper evidence of authority to transfer, or by his or her attorney-in-fact authorized by power of attorney duly executed and filed with the Secretary of the corporation. All certificates surrendered to the corporation for transfer shall be cancelled and no new certificate shall be issued until the former certificates for a like number of shares shall have been surrendered and cancelled.

6.5 Lost or Destroyed Certificates

In the case of a lost, destroyed or mutilated certificate, a new certificate may be issued therefor upon such terms and indemnity to the corporation as the Board may prescribe.

SECTION 7. BOOKS AND RECORDS

The corporation shall

(a) keep as permanent records minutes of all meetings of its shareholders and the Board, a record of all actions taken by the shareholders or the Board without a meeting, and a record of all actions taken by a committee of the Board exercising the authority of the Board on behalf of the corporation;

(b) maintain appropriate accounting records; and

(c) maintain a record of its shareholders, in a form that permits preparation of a list of the names and addresses of all shareholders, in alphabetical order by class of shares showing the number and class of shares held by each; provided, however, such record may be maintained by an agent of the corporation.

SECTION 8. ACCOUNTING YEAR

The accounting year of the corporation shall be the calendar year, provided that if a different accounting year is at any time selected by the Board for purposes of federal income taxes, or any other purpose, the accounting year shall be the year so selected.

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SECTION 9. SEAL

The Board may provide for a corporate seal which shall consist of the name of the corporation, the state of its incorporation and the year of its incorporation.

SECTION 10. INDEMNIFICATION

10.1 Right to Indemnification

Each person who was, is or is threatened to be made a named party to or is otherwise involved (including, without limitation, as a witness) in any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative and whether formal or informal (hereinafter a “proceeding”), by reason of the fact that he or she is or was a Director or officer of the corporation or, that being or having been such a Director or officer or an employee of the corporation, he or she is or was serving at the request of the corporation as a Director, officer, partner, trustee, employee or agent of another corporation or of a partnership, joint venture, trust, employee benefit plan or other enterprise (hereinafter an “indemnitee”), whether the basis of a proceeding is alleged action in an official capacity as such a Director, officer, partner, trustee, employee or agent or in any other capacity while serving as such a Director, officer, partner, trustee, employee or agent, shall be indemnified and held harmless by the corporation against all expense, liability and loss (including counsel fees, judgments, fines, ERISA excise taxes or penalties and amounts to be paid in settlement) actually and reasonably incurred or suffered by such indemnitee in connection therewith, and such indemnification shall continue as to an indemnitee who has ceased to be a Director, officer, partner, trustee, employee or agent and shall inure to the benefit of the indemnitee’s heirs, executors and administrators. Except as provided in subsection 10.2 of this Section with respect to proceedings seeking to enforce rights to indemnification, the corporation shall indemnify any such indemnitee in connection with a proceeding (or part thereof) initiated by such indemnitee only if a proceeding (or part thereof) was authorized or ratified by the Board. The right to indemnification conferred in this Section shall be a contract right.

10.2 Restrictions on Indemnification

No indemnification shall be provided to any such indemnitee for acts or omissions of the indemnitee finally adjudged to be intentional misconduct or a knowing violation of law, for conduct of the indemnitee finally adjudged to be in violation of Section 23B.08.310 of the Washington Business Corporation Act, for any transaction with respect to which it was finally adjudged that such indemnitee personally received a benefit in money, property or services to which the indemnitee was not legally entitled or if the corporation is otherwise prohibited by applicable law from paying such indemnification, except that if Section 23B.08.560 or any successor provision of the Washington Business Corporation Act is hereafter amended, the restrictions on indemnification set forth in this subsection 10.2 shall be as set forth in such amended statutory provision.

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10.3 Advancement of Expenses

The right to indemnification conferred in this Section shall include the right to be paid by the corporation the expenses incurred in defending any proceeding in advance of its final disposition (hereinafter an “advancement of expenses”). An advancement of expenses shall be made upon delivery to the corporation of an undertaking (hereinafter an “undertaking”), by or on behalf of such indemnitee, to repay all amounts so advanced if it shall ultimately be determined by final judicial decision from which there is no further right to appeal that such indemnitee is not entitled to be indemnified for such expenses under this subsection 10.3.

10.4 Right of Indemnitee to Bring Suit

If a claim under subsection 10.1 or 10.3 of this Section is not paid in full by the corporation within 60 days after a written claim has been received by the corporation, except in the case of a claim for an advancement of expenses, in which case the applicable period shall be 20 days, the indemnitee may at any time thereafter bring suit against the corporation to recover the unpaid amount of the claim. If successful in whole or in part, in any such suit or in a suit brought by the corporation to recover an advancement of expenses pursuant to the terms of an undertaking, the indemnitee shall be entitled to be paid also the expense of prosecuting or defending such suit. The indemnitee shall be presumed to be entitled to indemnification under this Section upon submission of a written claim (and, in an action brought to enforce a claim for an advancement of expenses, where the required undertaking has been tendered to the corporation) and thereafter the corporation shall have the burden of proof to overcome the presumption that the indemnitee is so entitled.

10.5 Procedures Exclusive

Pursuant to Section 23B.08.560(2) or any successor provision of the Washington Business Corporation Act, the procedures for indemnification and advancement of expenses set forth in this Section are in lieu of the procedures required by Section 23B.08.550 or any successor provision of the Washington Business Corporation Act.

10.6 Nonexclusivity of Rights

The right to indemnification and the advancement of expenses conferred in this Section shall not be exclusive of any other right which any person may have or hereafter acquire under any statute, provision of the Articles of Incorporation or Bylaws of the corporation, general or specific action of the Board, contract or otherwise.

10.7 Insurance, Contracts and Funding

The corporation may maintain insurance, at its expense, to protect itself and any Director, officer, partner, trustee, employee or agent of the corporation or another corporation, partnership, joint venture, trust or other enterprise against any expense, liability or loss, whether or not the corporation would have the power to indemnify such person against such expense, liability or loss under the Washington Business Corporation Act. The corporation may enter into contracts with any Director, officer, partner, trustee, employee or

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agent of the corporation in furtherance of the provisions of this Section and may create a trust fund, grant a security interest or use other means (including, without limitation, a letter of credit) to ensure the payment of such amounts as may be necessary to effect indemnification as provided in this Section.

10.8 Indemnification of Employees and Agents of the Corporation

The corporation may, by action of the Board, grant rights to indemnification and advancement of expenses to employees and agents or any class or group of employees and agents of the corporation (i) with the same scope and effect as the provisions of this Section with respect to the indemnification and advancement of expenses of Directors and officers of the corporation; (ii) pursuant to rights granted pursuant to, or provided by, the Washington Business Corporation Act; or (iii) as are otherwise consistent with law.

10.9 Persons Serving Other Entities

Any person who, while a Director, officer or employee of the corporation, is or was serving (a) as a Director or officer of another foreign or domestic corporation of which a majority of the shares entitled to vote in the election of its Directors is held by the corporation or (b) as a partner, trustee or otherwise in an executive or management capacity in a partnership, joint venture, trust or other enterprise of which the corporation or a wholly owned subsidiary of the corporation is a general partner or has a majority ownership shall be deemed to be so serving at the request of the corporation and entitled to indemnification and advancement of expenses under subsections 10.1 and 10.3 of this Section.

SECTION 11. AMENDMENTS

These Bylaws may be altered, amended or repealed and new Bylaws may be adopted by the Board, except that the Board may not repeal or amend any Bylaw that the shareholders have expressly provided, in amending or repealing such Bylaw, may not be amended or repealed by the Board. The shareholders may also alter, amend and repeal these Bylaws or adopt new Bylaws; provided, however, that unless otherwise required by the Articles of Incorporation, the affirmative vote of at least two-thirds of the outstanding shares of the Corporation entitled to vote in the election of Directors, voting together as a single class, shall be required to adopt, amend or repeal any provision of the Bylaws of the corporation.

The foregoing Bylaws were adopted by the Board of Directors on April 26, 2007.

Page 20

Fisher Bylaws as of May 11, 2011

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Colleen B. Brown, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Fisher Communications, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 3, 2011

/s/ Colleen B. Brown

Colleen B. Brown

President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Hassan Natha, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Fisher Communications, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 3, 2011

/s/ Hassan N. Natha

Hassan N. Natha

Senior Vice President and

Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Fisher Communications, Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2011 as filed with the Securities and Exchange Commission on the date hereof (the “Form 10-Q”), I, Colleen B. Brown, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Form 10-Q fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and

(2) The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 3, 2011

/s/ Colleen B. Brown

Colleen B. Brown

President and Chief Executive Officer

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Fisher Communications, Inc. (the “Company”) on Form 10-Q for the period ended June 30, 2011 as filed with the Securities and Exchange Commission on the date hereof (the “Form 10-Q”), I, Hassan Natha, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. §1350, as adopted pursuant to §906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Form 10-Q fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and

(2) The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: August 3, 2011

/s/ Hassan N. Natha

Hassan N. Natha

Senior Vice President and

Chief Financial Officer

XML



Condensed Consolidated Balance Sheets (USD $) In Thousands	Jun. 30, 2011	Dec. 31, 2010
ASSETS
Cash and cash equivalents	$ 33,298	$ 52,945
Receivables, net	29,405	30,755
Income taxes receivable		1,353
Deferred income taxes, net	1,649	1,649
Prepaid expenses and other	2,456	2,863
Cash surrender value of annuity contracts		2,397
Television broadcast rights	2,060	7,855
Current assets held for sale	44	52
Total current assets	68,912	99,869
Cash surrender value of life insurance and annuity contracts	16,877	16,499
Goodwill, net	13,293	13,293
Intangible assets, net	40,425	40,543
Other assets	6,843	7,376
Assets held for sale	611	485
Property, plant and equipment, net	140,418	142,827
Total Assets	287,379	320,892
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable	4,753	4,017
Accrued payroll and related benefits	4,187	7,896
Interest payable	1,901	2,552
Television broadcast rights payable	1,882	7,849
Income taxes payable	310
Current portion of accrued retirement benefits	1,117	1,117
Other current liabilities	4,783	4,388
Liabilities of business held for sale	41	27
Total current liabilities	18,974	27,846
Long-term debt	75,580	101,440
Accrued retirement benefits	18,975	18,982
Deferred income taxes, net	438	417
Other liabilities	5,723	6,981
Total liabilities	119,690	155,666
Commitments and Contingencies (Note 9)
Stockholders' Equity
Common stock, shares authorized 12,000,000, $1.25 par value; 8,827,709 and 8,790,399 issued and outstanding at June 30, 2011 and December 31, 2010, respectively	11,035	10,988
Capital in excess of par	13,761	13,273
Accumulated other comprehensive income (loss), net of income taxes:
Accumulated loss	(2,157)	(2,176)
Prior service cost	(80)	(100)
Retained earnings	145,130	143,241
Total Stockholders' Equity	167,689	165,226
Total Liabilities and Stockholders' Equity	$ 287,379	$ 320,892

XML



Condensed Consolidated Balance Sheets (Parenthetical) (USD $)	Jun. 30, 2011	Dec. 31, 2010
Condensed Consolidated Balance Sheets
Common stock, par value	$ 1.25	$ 1.25
Common stock, shares authorized	12,000,000	12,000,000
Common stock, shares issued	8,827,709	8,790,399
Common stock, shares outstanding	8,827,709	8,790,399

XML



Financial Information For Guarantors

6 Months Ended

Jun. 30, 2011

Financial Information For Guarantors

Financial Information For Guarantors

17. Financial Information for Guarantors

At June 30, 2011, the Company had $75.6 million aggregate principal amount of Senior Notes outstanding. The Senior Notes are fully and unconditionally guaranteed, jointly and severally, on an unsecured, senior basis by the current and future material domestic subsidiaries of the Company.

Presented below are unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2011 and 2010, and unaudited condensed consolidated statements of cash flows for the six months ended June 30, 2011 and 2010. Also presented are the unaudited condensed consolidated balance sheets as of June 30, 2011 and December 31, 2010. The unaudited condensed consolidated information is presented for the Company with its investments in consolidated subsidiaries accounted for under the equity method, the 100%-owned guarantor subsidiaries, eliminations, and the Company on a consolidated basis. The Company (issuer) information consists primarily of corporate oversight and administrative personnel and related activities, as well as certain investments.

Financial Information for Guarantors

Condensed Consolidated Statement of Operations

For the three months ended June 30, 2011

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries			Eliminations			Fisher Communications, Inc. and Subsidiaries
Revenue	$	—		$	40,350		$	—		$	40,350
Operating expenses
Direct operating costs		130			17,285			(198	)		17,217
Selling, general and administrative expenses		4,340			8,879			198			13,417
Amortization of program rights		—			2,905			—			2,905
Depreciation and amortization		283			2,389			—			2,672
Gain on sale of real estate, net		(4,089	)		—			—			(4,089	)
Plaza fire reimbursements, net		—			(105	)		—			(105	)
Total operating expenses		664			31,353			—			32,017
Income (loss) from continuing operations		(664	)		8,997			—			8,333
Loss on extinguishment of senior notes, net		(948	)		—			—			(948	)
Other income, net		107			(7	)		—			100
Equity in income of consolidated subsidiaries		5,650			—			(5,650	)		—
Interest expense		(1,864	)		(14	)		—			(1,878	)
Income (loss) from continuing operations before income taxes		2,281			8,976			(5,650	)		5,607
Provision (benefit) for income taxes		(1,335	)		3,400			—			2,065
Income (loss) from continuing operations, net of income taxes		3,616			5,576			(5,650	)		3,542
Income from discontinued operations, net of income taxes		—			74			—			74
Net income (loss)	$	3,616		$	5,650		$	(5,650	)	$	3,616

Financial Information for Guarantors

Condensed Consolidated Statement of Operations

For the six months ended June 30, 2011

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries			Eliminations			Fisher Communications, Inc. and Subsidiaries
Revenue	$	—		$	77,902		$	—		$	77,902
Operating expenses
Direct operating costs		273			34,606			12			34,891
Selling, general and administrative expenses		9,399			18,780			(12	)		28,167
Amortization of program rights		—			5,875			—			5,875
Depreciation and amortization		550			4,780			—			5,330
Gain on sale of real estate, net		(4,089	)		—			—			(4,089	)
Plaza fire reimbursements, net		—			(183	)		—			(183	)
Total operating expenses		6,133			63,858			—			69,991
Income (loss) from continuing operations		(6,133	)		14,044			—			7,911
Loss on extinguishment of senior notes, net		(1,058	)		—			—			(1,058	)
Other income, net		137			43			—			180
Equity in income of consolidated subsidiaries		8,880			—			(8,880	)		—
Interest expense		(4,098	)		(27	)		—			(4,125	)
Income (loss) from continuing operations before income taxes		(2,272	)		14,060			(8,880	)		2,908
Provision (benefit) for income taxes		(4,161	)		5,246			—			1,085
Income (loss) from continuing operations, net of income taxes		1,889			8,814			(8,880	)		1,823
Income from discontinued operations, net of income taxes		—			66			—			66
Net income (loss)	$	1,889		$	8,880		$	(8,880	)	$	1,889

Financial Information for Guarantors

Condensed Consolidated Statement of Operations

For the three months ended June 30, 2010

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries			Eliminations			Fisher Communications, Inc. and Subsidiaries
Revenue	$	—		$	40,396		$	—		$	40,396
Operating expenses
Direct operating costs		113			17,288			52			17,453
Selling, general and administrative expenses		3,378			11,034			(52	)		14,360
Amortization of program rights		—			2,963			—			2,963
Depreciation and amortization		389			3,293			—			3,682
Plaza fire reimbursements, net		—			(309	)		—			(309	)
Gain on asset exchange, net		—			(842	)		—			(842	)
Total operating expenses		3,880			33,427			—			37,307
Income (loss) from continuing operations		(3,880	)		6,969			—			3,089
Loss on extinguishment of senior notes, net		(72	)		—			—			(72	)
Other income, net		41			65			—			106
Equity in income of consolidated subsidiaries		4,610			—			(4,610	)		—
Interest expense		(2,573	)		(17	)		—			(2,590	)
Income (loss) from continuing operations before income taxes		(1,874	)		7,017			(4,610	)		533
Provision (benefit) for income taxes		(2,202	)		2,454			—			252
Income (loss) from continuing operations, net of income taxes		328			4,563			(4,610	)		281
Income from discontinued operations, net of income taxes		—			47			—			47
Net income (loss)	$	328		$	4,610		$	(4,610	)	$	328

Financial Information for Guarantors

Condensed Consolidated Statement of Operations

For the six months ended June 30, 2010

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries			Eliminations			Fisher Communications, Inc. and Subsidiaries
Revenue	$	—		$	75,396		$	—		$	75,396
Operating expenses
Direct operating costs		217			34,070			106			34,393
Selling, general and administrative expenses		6,040			21,686			(106	)		27,620
Amortization of program rights		—			5,933			—			5,933
Depreciation and amortization		781			6,537			—			7,318
Plaza fire reimbursements, net		—			(400	)		—			(400	)
Gain on asset exchange, net		—			(1,782	)		—			(1,782	)
Total operating expenses		7,038			66,044			—			73,082
Income (loss) from continuing operations		(7,038	)		9,352			—			2,314
Loss on extinguishment of senior notes, net		(72	)		—			—			(72	)
Other income, net		196			(33	)		—			163
Equity in income of consolidated subsidiaries		6,047			—			(6,047	)		—
Interest expense		(5,228	)		(34	)		—			(5,262	)
Income (loss) from continuing operations before income taxes		(6,095	)		9,285			(6,047	)		(2,857	)
Provision (benefit) for income taxes		(4,244	)		3,261			—			(983	)
Income (loss) from continuing operations, net of income taxes		(1,851	)		6,024			(6,047	)		(1,874	)
Income from discontinued operations, net of income taxes		—			23			—			23
Net income (loss)	$	(1,851	)	$	6,047		$	(6,047	)	$	(1,851	)

Financial Information for Guarantors

Condensed Consolidated Balance Sheet

As of June 30, 2011

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries		Eliminations			Fisher Communications, Inc. and Subsidiaries
ASSETS
Current Assets
Cash and cash equivalents	$	32,923		$	375	$	—		$	33,298
Receivables, net		481			28,924		—			29,405
Due from affiliates		(96,143	)		96,143		—			—
Deferred income taxes		468			1,181		—			1,649
Prepaid expenses and other		907			1,549		—			2,456
Television broadcast rights		—			2,060		—			2,060
Current assets held for sale		—			44		—			44
Total current assets		(61,364	)		130,276		—			68,912
Investment in consolidated subsidiaries		298,311			—		(298,311	)		—
Cash surrender value of life insurance and annuity contracts		16,877			—		—			16,877
Goodwill, net		—			13,293		—			13,293
Intangible assets, net		—			40,425		—			40,425
Other assets		2,386			4,457		—			6,843
Assets held for sale		—			611		—			611
Property, plant and equipment, net		2,546			137,872		—			140,418
Total Assets	$	258,756		$	326,934	$	(298,311	)	$	287,379
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable	$	655		$	4,098	$	—		$	4,753
Accrued payroll and related benefits		940			3,247		—			4,187
Interest payable		1,901			—		—			1,901
Television broadcast rights payable		—			1,882		—			1,882
Income taxes payable		(4,879	)		5,189		—			310
Current portion of accrued retirement benefits		1,117			—		—			1,117
Other current liabilities		1,061			3,722		—			4,783
Liabilities of business held for sale		—			41		—			41
Total current liabilities		795			18,179		—			18,974
Long-term debt		75,580			—		—			75,580
Accrued retirement benefits		18,975			—		—			18,975
Deferred income taxes		(4,105	)		4,543		—			438
Other liabilities		(178	)		5,901		—			5,723
Total liabilities		91,067			28,623		—			119,690
Stockholders' Equity
Common stock		11,035			1,131		(1,131	)		11,035
Capital in excess of par		13,761			164,233		(164,233	)		13,761
Accumulated other comprehensive income (loss), net of income taxes:
Accumulated loss		(2,157	)		—		—			(2,157	)
Prior service cost		(80	)		—		—			(80	)
Retained earnings		145,130			132,947		(132,947	)		145,130
Total Stockholders' Equity		167,689			298,311		(298,311	)		167,689
Total Liabilities and Stockholders' Equity	$	258,756		$	326,934	$	(298,311	)	$	287,379

Financial Information for Guarantors

Condensed Consolidated Balance Sheet

As of December 31, 2010

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries			Eliminations			Fisher Communications, Inc. and Subsidiaries
ASSETS
Current Assets
Cash and cash equivalents	$	27,563		$	25,382		$	—		$	52,945
Receivables, net		—			30,755			—			30,755
Due from affiliate		(43,724	)		43,724			—			—
Income taxes receivable		16,938			(15,585	)		—			1,353
Deferred income taxes		467			1,182			—			1,649
Prepaid expenses and other		1,543			1,320			—			2,863
Cash surrender value of annuity contracts		2,397			—			—			2,397
Television broadcast rights		—			7,855			—			7,855
Current assets held for sale		—			52			—			52
Total current assets		5,184			94,685			—			99,869
Investment in consolidated subsidiaries		262,372			—			(262,372	)		—
Cash surrender value of life insurance and annuity contracts		16,499			—			—			16,499
Goodwill, net		—			13,293			—			13,293
Intangible assets, net		—			40,543			—			40,543
Other assets		2,874			4,502			—			7,376
Assets held for sale		—			485			—			485
Property, plant and equipment, net		2,265			140,562			—			142,827
Total Assets	$	289,194		$	294,070		$	(262,372	)	$	320,892
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable	$	96		$	3,921		$	—		$	4,017
Payroll and related benefits		3,182			4,714			—			7,896
Interest payable		2,552			—			—			2,552
Television broadcast rights payable		—			7,849			—			7,849
Current portion of accrued retirement benefits		1,117			—			—			1,117
Other current liabilities		889			3,499			—			4,388
Liabilities of business held for sale		—			27			—			27
Total current liabilities		7,836			20,010			—			27,846
Long-term debt		101,440			—			—			101,440
Accrued retirement benefits		18,982			—			—			18,982
Deferred income taxes, net		(4,126	)		4,543			—			417
Other liabilities		(164	)		7,145			—			6,981
Total liabilities		123,968			31,698			—			155,666
Stockholders' Equity
Common stock		10,988			1,131			(1,131	)		10,988
Capital in excess of par		13,273			164,233			(164,233	)		13,273
Accumulated other comprehensive income (loss), net of income taxes:
Accumulated loss		(2,176	)		—			—			(2,176	)
Prior service cost		(100	)		—			—			(100	)
Retained earnings		143,241			97,008			(97,008	)		143,241
Total Stockholders' Equity		165,226			262,372			(262,372	)		165,226
Total Liabilities and Stockholders' Equity	$	289,194		$	294,070		$	(262,372	)	$	320,892

Financial Information for Guarantors

Condensed Consolidated Statement of Cash Flows

For the six months ended June 30, 2011

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries			Eliminations			Fisher Communications, Inc. and Subsidiaries
Net cash provided by operating activities	$	2,907		$	2,580		$	—		$	5,487
Investing activities
Redemption of capital		25,138			—			(25,138	)		—
Proceeds from the sale of radio station		—			48			—			48
Contribution to equity investee		—			(77	)		—			(77	)
Purchase of radio stations		—			(113	)		—			(113	)
Purchases of property, plant and equipment		(791	)		(2,218	)		—			(3,009	)
Proceeds from the sale of real estate		4,164			—			—			4,164
Net cash provided by (used in) investing activities		28,511			(2,360	)		(25,138	)		1,013
Financing activities
Redemption of capital		—			(25,138	)		25,138			—
Repurchase of senior notes		(25,860	)		—			—			(25,860	)
Shares settled upon vesting of stock rights		(273	)		—			—			(273	)
Payments on capital lease obligations		—			(89	)		—			(89	)
Proceeds from exercise of stock options		75			—			—			75
Net cash used in financing activities		(26,058	)		(25,227	)		25,138			(26,147	)
Net increase (decrease) in cash and cash equivalents		5,360			(25,007	)		—			(19,647	)
Cash and cash equivalents, beginning of period		27,563			25,382			—			52,945
Cash and cash equivalents, end of period	$	32,923		$	375		$	—		$	33,298

Financial Information for Guarantors

Condensed Consolidated Statement of Cash Flows

For the six months ended June 30, 2010

(Unaudited)

(In thousands)	Fisher Communications, Inc.			100% Owned Guarantor Subsidiaries			Eliminations			Fisher Communications, Inc. and Subsidiaries
Net cash provided by operating activities	$	10,867		$	5,921		$	—		$	16,788
Investing activities
Redemption of capital		10,000			—			(10,000	)		—
Net cash in consolidation of equity investee		—			75			—			75
Purchases of property, plant and equipment		(366	)		(5,754	)		—			(6,120	)
Net cash provided by (used in) investing activities		9,634			(5,679	)		(10,000	)		(6,045	)
Financing activities
Redemption of capital		—			(10,000	)		10,000			—
Repurchase of senior notes		(17,160	)		—			—			(17,160	)
Shares settled upon vesting of stock rights		(104	)								(104	)
Payments on capital lease obligations		—			(82	)		—			(82	)
Net cash used in financing activities		(17,264	)		(10,082	)		10,000			(17,346	)
Net increase (decrease) in cash and cash equivalents		3,237			(9,840	)		—			(6,603	)
Cash and cash equivalents, beginning of period		8,840			35,142			—			43,982
Cash and cash equivalents, end of period	$	12,077		$	25,302		$	—		$	37,379

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Document And Entity Information	6 Months Ended
	Jun. 30, 2011	Jul. 28, 2011
Document And Entity Information
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2011
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q2
Entity Registrant Name	FISHER COMMUNICATIONS INC
Entity Central Index Key	0001034669
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		8,827,709

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Sale Of Real Estate

6 Months Ended

Jun. 30, 2011

Sale Of Real Estate

Sale Of Real Estate

6. Sale of Real Estate

In June 2011, the Company completed the sale of two real estate parcels in Seattle, Washington not essential to current operations and received $4.2 million in pre-tax net proceeds. The Company recognized a gain of $4.1 million, which is presented as a gain on the sale of real estate, net on the Company's unaudited condensed consolidated statement of operations for the three and six months ended June 30, 2011.

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Income (Loss) Per Share

6 Months Ended

Jun. 30, 2011

Income (Loss) Per Share

Income (Loss) Per Share

11. Income (loss) per share

Net income (loss) per share is based upon the weighted average number of shares outstanding during the period. Net income (loss) per share assuming dilution is based upon the weighted average number of shares and share equivalents outstanding, including the potentially dilutive impact of stock options and restricted stock rights/units issued under the Company's incentive plans. Common stock options and restricted stock rights/units are converted using the treasury stock method.

Basic and diluted net income (loss) per share has been computed as follows (in thousands, except per-share amounts):

	Three months ended June 30,				Six months ended June 30,
	2011		2010		2011		2010
Income (loss) from continuing operations, net of income taxes	$	3,542	$	281	$	1,823	$	(1,874	)
Income from discontinued operations, net of income taxes		74		47		66		23
Net income (loss)	$	3,616	$	328	$	1,889	$	(1,851	)
Weighted average shares outstanding		8,834		8,798		8,822		8,793
Weighted effect of dilutive options and rights		61		32		70		—
Weighted average shares outstanding assuming dilution		8,895		8,830		8,892		8,793
Net income (loss) per share:
From continuing operations	$	0.40	$	0.03	$	0.21	$	(0.21	)
From discontinued operations		0.01		0.01		0.01		—
Net income (loss) per share	$	0.41	$	0.04	$	0.21	$	(0.21	)
Net income (loss) per share assuming dilution:
From continuing operations	$	0.40	$	0.03	$	0.21	$	(0.21	)
From discontinued operations		0.01		0.01		0.01		—
Net income (loss) per share	$	0.41	$	0.04	$	0.21	$	(0.21	)

For the three months ended June 30, 2011, the effect of zero restricted stock rights/units and options to purchase 212,709 shares are excluded from the calculation of weighted average shares outstanding because such rights/units and options were anti-dilutive. For the six months ended June 30, 2011, the effect of 380 restricted stock rights/units and options to purchase 212,100 shares are excluded from the calculation of weighted average shares outstanding because such rights/units and options were anti-dilutive.

For the three months ended June 30, 2010, the effect of 2,908 restricted stock rights/units and options to purchase 256,821 shares are excluded from the calculation of weighted average shares outstanding because such rights/units and options were anti-dilutive. For the six months ended June 30, 2010, the effect of 145,230 restricted stock rights/units and options to purchase 285,471 shares are excluded from the calculation of weighted average shares outstanding because such rights/units and options were anti-dilutive.

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Significant Accounting Policies And Recent Accounting Pronouncements

6 Months Ended

Jun. 30, 2011

Significant Accounting Policies And Recent Accounting Pronouncements

Significant Accounting Policies And Recent Accounting Pronouncements

2. Significant Accounting Policies and Recent Accounting Pronouncements

The significant accounting policies used in preparation of the unaudited condensed consolidated financial statements are disclosed in the Company's 2010 Form 10-K. With the exception of those discussed below, there have been no recent accounting pronouncements or changes in accounting pronouncements during the three and six months ended June 30, 2011, as compared to the recent accounting pronouncements described in the Company's 2010 Form 10-K, that are of significance, or potential significance, to the Company.

The Company determined its six radio stations in Great Falls, Montana met the criteria for classification as a discontinued operation as a result of the Company's June 2011 definitive agreement to sell the stations to STARadio. In accordance with authoritative guidance, the Company has reported the results of operations of these small-market stations as discontinued operations in the accompanying unaudited condensed consolidated financial statements. For all previously reported periods, certain amounts in the unaudited condensed consolidated financial statements have been reclassified. The assets and liabilities of the radio stations have been classified as held for sale and the net results of the operations have been reclassified from continuing operations to discontinued operations. See Note 5 to the unaudited condensed consolidated financial statements for more information.

As part of its ongoing review of property, plant and equipment asset lives, the Company determined that the asset lives of certain of its machinery and equipment categories should be increased. The increase in the lives ranged from one to ten years depending on the category. A change in depreciation method is considered a change in accounting estimate. The Company adjusted the remaining lives of existing assets effective January 1, 2011 and as a result the Company expects that future depreciation will be lower than in the prior periods. The impact of this change in estimate for the three months ended June 30, 2011 increased pre-tax income from continuing operations by approximately $815,000, increased net income by approximately $515,000 and increased diluted net income from continuing operations per share by $0.06. The impact of this change in estimate for the six months ended June 30, 2011 increased pre-tax income from continuing operations by approximately $1.6 million, increased net income by approximately $1.0 million and increased diluted net income from continuing operations per share by $0.11.

The unaudited condensed consolidated statement of cash flows presented in the Company's earnings press release for the quarter ended June 30, 2011, filed as Exhibit 99.1 on the Company's July 28, 2011 Current Report on Form 8-K has been revised to include the premium paid on the extinguishment of debt of $740,000 in cash flows from operating activities. This revision did not impact the unaudited condensed consolidated statement of operations or the unaudited condensed consolidated balance sheet.

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Extinguishment Of Senior Notes

6 Months Ended

Jun. 30, 2011

Extinguishment Of Senior Notes

Extinguishment Of Senior Notes

8. Extinguishment of Senior Notes

During the three months ended June 30, 2011, the Company redeemed or repurchased $23.3 million aggregate principal amount of Senior Notes for a total consideration of $23.9 million in cash plus accrued interest of $231,000. The Company recorded a loss on extinguishment of debt of $948,000, including a charge for related unamortized debt issuance costs of approximately $283,000.

During the six months ended June 30, 2011, the Company redeemed or repurchased $25.9 million aggregate principal amount of Senior Notes for a total consideration of $26.6 million in cash plus accrued interest of $309,000. The Company recorded a loss on extinguishment of debt of $1.1 million, including a charge for related unamortized debt issuance costs of $318,000.

During the three and six months ended June 30, 2010, the Company redeemed or repurchased $17.4 million aggregate principal amount of Senior Notes for a total consideration of $17.2 million in cash plus accrued interest of $272,000. The Company recorded a net loss on extinguishment of debt of $72,000, comprised of a charge for related unamortized debt issuance costs of $272,000, partially offset by a gain on extinguishment of debt of $200,000.

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Income Taxes

6 Months Ended

Jun. 30, 2011

Income Taxes

Income Taxes

13. Income Taxes

The Company records an income tax provision or benefit based upon its estimated annual effective tax rate, which is estimated at 37% and 34% for the six months ended June 30, 2011 and 2010, respectively.

The Company recognizes tax expense related to uncertain tax provisions as part of its income tax provision and recognizes interest and penalties related to uncertain tax positions in interest expense. As of June 30, 2011 and December 31, 2010, the Company had not accrued any amounts for interest or penalties related to uncertain tax positions.

The U.S. federal statute of limitations remains open for the year 2006 and onward. The IRS recently completed a field examination of the Company's 2008 and 2009 U.S. tax returns, and the Company agreed upon and paid a final settlement of $168,000. The State of California and the State of Oregon are currently conducting an examination of the Company's 2007 and 2008 state tax returns.

The determination of the Company's provision for income taxes and valuation allowance requires significant judgment, the use of estimates and the interpretation and application of complex tax laws. In assessing whether and to what extent deferred tax assets can be realized, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized.

The Company assesses the likelihood of the realizability of its deferred tax assets on a quarterly basis. Consistent with prior years, the Company recorded a full valuation allowance against the Company's state deferred tax assets, as it is not more likely than not that a tax benefit for the deferred tax assets will be recognized based upon all available evidence. As a result, the Company's effective tax rate is not affected by changes in state rates. At June 30, 2011 and December 31, 2010, the Company has not recorded a valuation allowance on its federal deferred tax assets as management believes that it is more likely than not that the Company's federal deferred tax assets are realizable. The amount of net deferred tax assets considered realizable, however, could be reduced in the future if the Company's projections of future taxable income are reduced or if the Company does not perform at the levels that it is projecting. This could result in an increase in the Company's valuation allowance for federal deferred tax assets.

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Television And Radio Broadcast Rights And Other Broadcast Commitments

6 Months Ended

Jun. 30, 2011

Television And Radio Broadcast Rights And Other Broadcast Commitments

Television And Radio Broadcast Rights And Other Broadcast Commitments

9. Television and Radio Broadcast Rights and Other Broadcast Commitments

The Company acquires television and radio broadcast rights. The impact of such contracts on the Company's overall financial results is dependent on a number of factors, including popularity of the program, increased competition from other programming, and strength of the advertising market. It is possible that the cost of commitments for program rights may ultimately exceed direct revenue from the program. Estimates of future revenue can change significantly and, accordingly, are reviewed periodically to determine whether impairment is expected over the life of the contract.

As of June 30, 2011, the Company had commitments under various agreements of $32.5 million for future rights to broadcast television programs, rights to sell available advertising time on third party radio stations and commitments under certain network affiliate agreements.

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Joint Sales Agreement

6 Months Ended

Jun. 30, 2011

Joint Sales Agreement

Joint Sales Agreement

7. Joint Sales Agreement

In December 2010, the Company entered into a ten year Joint Sales Agreement ("JSA") with NPG of Idaho, Inc., a subsidiary of News Press & Gazette Company ("NPG"), which owns and operates KIFI-TV an Idaho Falls, Idaho television station. The JSA was effective January 1, 2011. Under the JSA, NPG provides certain services supporting the operation of the Company's television station in Idaho Falls, KIDK-TV, and sells substantially all of the station's commercial advertising. The Company pays NPG a fixed fee pursuant to the JSA, and a performance bonus based on station performance. Contemporaneously with the JSA, the Company has entered into an option agreement with NPG, whereby NPG has a conditional option to acquire KIDK-TV from the Company until January 1, 2021, effective on the expiration or termination of the indenture governing our 8.625% Senior Notes due in 2014 ("Senior Notes"). KIDK-TV is consolidated into the Company's unaudited condensed consolidated statements because the Company has determined that it is deemed to have a controlling financial interest in KIDK-TV for financial reporting purposes as the Company does maintain ultimate control over the policies and/or operations of the station that could most significantly impact the station. Advertising revenues earned under this JSA are recorded as revenue and JSA fees and programming expenses are recorded as operating costs.

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Condensed Consolidated Statements Of Comprehensive Income (Loss) (USD $) In Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Condensed Consolidated Statements Of Comprehensive Income (Loss)
Net income (loss)	$ 3,616	$ 328	$ 1,889	$ (1,851)
Other comprehensive income (loss):
Accumulated income	14		29
Effect of income taxes	(5)		(10)
Prior service cost	15	15	30	30
Effect of income taxes	(5)	(5)	(10)	(10)
Other comprehensive income	19	10	39	20
Comprehensive income (loss)	$ 3,635	$ 338	$ 1,928	$ (1,831)

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Fair Value Measurements

6 Months Ended

Jun. 30, 2011

Fair Value Measurements

Fair Value Measurements

3. Fair Value Measurements

The Company measures certain financial assets at fair value on a recurring basis. The fair value of these financial assets was determined based on three levels of inputs, of which, the first two levels are considered observable and the last unobservable. The three levels of inputs that may be used to measure fair value are as follows:

Level 1 – Quoted prices in active markets for identical assets or liabilities.

Level 2 – Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Assets and liabilities measured at fair value on a recurring basis consist solely of marketable securities. As of June 30, 2011 and December 31, 2010, the reported fair value of marketable securities, using Level 1 inputs, was $1.0 million. Marketable securities are included in other assets on the Company's unaudited condensed consolidated balance sheets.

As of June 30, 2011 and December 31, 2010, all of the Company's debt was at a fixed rate and totaled $75.6 million and $101.4 million, respectively. The fair market value of long-term fixed interest rate debt is subject to interest rate risk. Generally, the fair market value of fixed interest rate debt will increase as interest rates fall and decrease as interest rates rise. The estimated fair value of the Company's long-term debt, using Level 2 inputs, at June 30, 2011 and December 31, 2010 was $76.9 million and $104.2 million, respectively. The fair value of long-term debt is based on estimates made by investment bankers based on the fair value of the Company's fixed rate long-term debt. For fixed rate debt, interest rate changes do not impact financial position, operations or cash flows.

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Goodwill And Intangible Assets

6 Months Ended

Jun. 30, 2011

Goodwill And Intangible Assets

Goodwill And Intangible Assets

4. Goodwill and Intangible Assets

The following table summarizes the carrying amount of goodwill and intangible assets (in thousands):

	June 30, 2011							December 31, 2010
	Gross carrying amount		Accumulated amortization			Net		Gross carrying amount		Accumulated amortization			Net
Goodwill (1)	$	13,293	$	—		$	13,293	$	13,293	$	—		$	13,293
Intangible assets:
Broadcast licenses (1)	$	37,430	$	—		$	37,430	$	37,430	$	—		$	37,430
Other intangible assets		285		—			285		285		—			285
Intangible assets subject to amortization (2)
Network affiliation agreement		3,560		(850	)		2,710		3,560		(732	)		2,828
Total intangible assets	$	41,275	$	(850	)	$	40,425	$	41,275	$	(732	)	$	40,543

(1) Goodwill and broadcast licenses are considered indefinite-lived assets for which no periodic amortization is recognized. The television and radio broadcast licenses are issued by the Federal Communications Commission ("FCC") and provide the Company with the exclusive right to utilize certain frequency spectrum to air its stations' programming. While FCC licenses are issued for only a fixed time, renewals of FCC licenses have occurred routinely and at nominal cost. Moreover, the Company has determined that there are currently no legal, regulatory, contractual, competitive, economic or other factors that limit the useful lives of its FCC licenses.

(2) Intangible assets subject to amortization are amortized on a straight-line basis. Total amortization expense for intangible assets subject to amortization for the three and six months ended June 30, 2011 was $59,000 and $118,000, respectively. Total amortization expense for intangible assets subject to amortization for the three and six months ended June 30, 2010 was $59,000 and $118,000, respectively.

The Company tests goodwill and intangible assets for impairment at least annually, as of October 1^st of each year, or whenever events indicate that impairment may exist. The Company has determined that the impairment test should be conducted at the reporting unit level, which, with respect to the broadcast operations, requires separate assessment of each of the Company's television and radio station groups. The Company determines fair value based on valuation methodologies that include an analysis of market transactions for comparable businesses, discounted cash flows, and a review of the underlying assets of the reporting unit.

The following table presents the estimated amortization expense for the Company's intangible assets subject to amortization for the remainder of 2011 and each of the next five years and thereafter (in thousands):

Year ending December 31,
2011	$	118
2012		236
2013		236
2014		236
2015		236
2016		236
Thereafter		1,412
	$	2,710

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Stock-Based Compensation

6 Months Ended

Jun. 30, 2011

Stock-Based Compensation

Stock-Based Compensation

12. Stock-Based Compensation

Stock-based compensation expense for the three and six months ended June 30, 2011 was $433,000 and $733,000, respectively. Stock-based compensation expense for the three and six months ended June 30, 2010 was $371,000 and $603,000, respectively. Stock-based compensation expense is included in selling, general and administrative expenses in the Company's unaudited condensed consolidated statements of operations.

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Discontinued Operations

6 Months Ended

Jun. 30, 2011

Discontinued Operations

Discontinued Operations

5. Discontinued Operations

In June 2011, the Company entered into a definitive agreement to sell its six Great Falls, Montana radio stations to STARadio Corp. ("STARadio"), which is based in Quincy, Illinois for $1.8 million, subject to certain adjustments. While the Company is awaiting approval from the Federal Communications Commission ("FCC") to complete the sale transaction, the Company entered into a Time Brokerage Agreement ("TBA") whereby STARadio will provide programming and related services and will sell the advertising inventory of the Company's six small-market radio stations. The TBA remains in effect until the closing of the sale or termination of the purchase and sale agreement, whichever is earlier.

In accordance with authoritative guidance the Company has reported the results of operations of these small-market stations as discontinued operations in the accompanying unaudited condensed consolidated financial statements. For all reported periods, the Company reclassified to discontinued operations the results of the stations that the Company has entered into a definitive agreement to sell. These stations were previously included in the Company's radio segment.

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Plaza Fire Reimbursements, Net

6 Months Ended

Jun. 30, 2011

Plaza Fire Reimbursements, Net

Plaza Fire Reimbursements, Net

15. Plaza Fire Reimbursements, Net

In July 2009, an electrical fire contained within a garage level equipment room of the east building of Fisher Plaza disrupted city-supplied electrical service to that building. A third-party investigation concluded that the fire appears to have been caused by a malfunction of bus duct equipment manufactured by a third-party.

The Company recorded the Plaza fire expenses as incurred and recorded insurance reimbursements within operating results in the period the reimbursements are considered probable and certain. During the three and six months ended June 30, 2011, the Company recorded net reimbursements of $105,000 and $183,000, respectively, which is included in Plaza fire reimbursements, net on the Company's unaudited condensed consolidated statement of operations. During the three and six months ended June 30, 2010, the Company recorded net reimbursements of $309,000 and $400,000, respectively. In total, the Company incurred approximately $6.8 million in cash expenditures related to the Plaza fire, comprised of remediation expenses of $3.7 million and capital expenditures of $3.1 million. To date, the Company has received total insurance reimbursements of $6.0 million, which represents substantially all of the Company's expected reimbursements.

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Condensed Consolidated Statements Of Cash Flows (USD $) In Thousands	6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010
Operating activities
Net income (loss)	$ 1,889	$ (1,851)
Adjustments to reconcile net income (loss) to net cash provided by operating activities
Depreciation and amortization	5,330	7,318
Deferred income taxes	21	11
Amortization of deferred financing fees	170	217
Amortization of broadcast rights	5,875	5,933
Payments for broadcast rights	(6,057)	(6,239)
Gain on exchange of assets, net		(1,782)
Loss on extinguishment of senior notes, net	318	72
Loss on disposal of property, plant and equipment	52	208
Gain on sale of radio station	(48)
Gain on sale of real estate, net	(4,089)
Amortization of non-cash contract termination fee	(731)	(731)
Equity in operations of equity investee	84
Stock-based compensation	733	603
Change in operating assets and liabilities, net
Receivables	1,358	(1,336)
Prepaid expenses and other	408	2,639
Cash surrender value of life insurance and annuity contracts	2,019	(505)
Other assets	136	194
Accounts payable, accrued payroll and related benefits and other current liabilities	(2,595)	3,871
Interest payable	(651)	(524)
Income taxes receivable and payable	1,662	9,028
Accrued retirement benefits	31	32
Other liabilities	(428)	(370)
Net cash provided by operating activities	5,487	16,788
Investing activities
Proceeds from sale of radio station	48
Contribution to equity investee	(77)
Net cash in consolidation of equity investee		75
Purchase of radio stations	(113)
Purchase of property, plant and equipment	(3,009)	(6,120)
Proceeds from sale of real estate	4,164
Net cash provided by (used in) investing activities	1,013	(6,045)
Financing activities
Repurchase of senior notes	(25,860)	(17,160)
Shares settled upon vesting of stock rights	(273)	(104)
Payments on capital lease obligations	(89)	(82)
Proceeds from exercise of stock options	75
Net cash used in financing activities	(26,147)	(17,346)
Net decrease in cash and cash equivalents	(19,647)	(6,603)
Cash and cash equivalents, beginning of period	52,945	43,982
Cash and cash equivalents, end of period	$ 33,298	$ 37,379

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Sprint Nextel Asset Exchange

6 Months Ended

Jun. 30, 2011

Sprint Nextel Asset Exchange

Sprint Nextel Asset Exchange

16. Sprint Nextel Asset Exchange

In 2004, the Federal Communications Commission ("FCC") approved a spectrum allocation exchange between Sprint Nextel Corporation ("Nextel") and public safety entities to eliminate interference caused to public safety radio licenses by Nextel's operations.

In order to utilize this spectrum, Nextel is required to relocate broadcasters to new spectrum by replacing all analog equipment currently used by broadcasters with comparable digital equipment. The Company has agreed to accept the substitute equipment that Nextel will provide in all of its markets, and in turn must relinquish its existing equipment back to Nextel. All replacement equipment purchases will be paid for directly by Nextel. All other reasonable and necessary costs incurred by the Company in conjunction with the exchange, both internal and external, will be reimbursed by Nextel.

The Company recognized a gain of $842,000 and $1.8 million for the three and six months ended June 30, 2010, respectively, which is included in gain on asset exchange, net on the Company's unaudited condensed consolidated statement of operations. The gain represents the amount of the substitute equipment put into use during the quarter, including installation costs and net of assets disposed. This gain on asset exchange was not reported as a capital expenditure on the statement of cash flows as it was not a cash outflow. The Company did not recognize a gain for the three and six months ended June 30, 2011.

At June 30, 2011, the Company had approximately $84,000 of the substitute equipment that had been received but not yet installed. The $84,000 is recorded as deferred gain in other current liabilities on the Company's unaudited condensed consolidated balance sheet. Once the equipment is fully installed and is in use, the deferred gain will be recorded as a gain on the Company's unaudited condensed consolidated statement of operations.

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Subsequent Event

6 Months Ended

Jun. 30, 2011

Subsequent Event

Subsequent Event

18. Subsequent Event

In July 2011, the Company redeemed or repurchased $6.3 million aggregate principal amount of Senior Notes for approximately $6.5 million in cash excluding accrued interest. An estimated net loss on extinguishment of debt of $248,000 will be recorded in the third quarter of 2011.

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Basis Of Presentation

6 Months Ended

Jun. 30, 2011

Basis Of Presentation

Basis Of Presentation

1. Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of Fisher Communications, Inc. and its wholly-owned subsidiaries (the "Company") have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, they do not include all of the information and notes required by generally accepted accounting principles for annual financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair statement have been included in the periods presented. Operating results for the three and six months ended June 30, 2011 are not necessarily indicative of the results that may be expected for the year ending December 31, 2011, or for any other period. The balance sheet at December 31, 2010 has been derived from the audited consolidated financial statements at that date but does not include all of the information and notes required by GAAP for annual financial statements. These unaudited condensed consolidated financial statements and notes should be read in conjunction with the Company's audited consolidated financial statements and accompanying notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2010 ("2010 Form 10-K").

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Retirement Benefits

6 Months Ended

Jun. 30, 2011

Retirement Benefits

Retirement Benefits

10. Retirement Benefits

The Company has a noncontributory supplemental retirement program for former executives of the Company. No new participants have been admitted to this program since 2001 and no current executive officers participate in the program. The program provides for vesting of benefits under certain circumstances. Funding is not required, but the Company has made investments in annuity contracts and maintains life insurance policies on the lives of the individual participants to assist in payment of retirement benefits. The Company is the owner and beneficiary of the annuity contracts and life insurance policies; accordingly, the cash value of the annuity contracts and the cash surrender value of the life insurance policies are reported on the consolidated balance sheet in the financial statements and the appreciation is included in the consolidated statement of operations. The supplemental retirement program requires continued employment or disability through the date of expected retirement. The cost of the program is accrued over the average expected future lifetime of the participants.

In June 2005, the program was amended to freeze accrual of all benefits to active participants provided under the program. The Company continues to recognize periodic pension cost related to the program, but the amount is lower as a result of the curtailment.

The net periodic pension cost for the Company's supplemental retirement program is as follows (in thousands):

	Three months ended June 30,				Six months ended June 30,
	2011		2010		2011		2010
Interest cost	$	250	$	254	$	500	$	508
Amortization of loss		22		10		44		20
Net periodic pension cost	$	272	$	264	$	544	$	528

The discount rate used to determine net periodic pension cost was 5.22% for both the three and six month periods ended June 30, 2011. The discount rate used to determine net periodic pension cost was 5.57% for both the three and six month periods ended June 30, 2010.

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Segment Information

6 Months Ended

Jun. 30, 2011

Segment Information

Segment Information

14. Segment Information

The Company reports financial data for three segments: television, radio and Fisher Plaza. The television segment includes the operations of the Company's 20 owned and/or operated television stations (including a 50%-owned television station) and the Company's internet business. The radio segment includes the operations of the Company's three radio stations and one managed radio station. The Fisher Plaza segment includes the operations of a communications center located near downtown Seattle that serves as home of the Company's Seattle television and radio operations, the Company's corporate offices and third-party tenants. The segment data includes additional allocation of depreciation and certain operating expenses from Fisher Plaza to our television and radio segments, and certain corporate expenses are allocated to our television and radio segments on a pro-rata basis. Other includes corporate and administrative expenses that are not attributable to the operations of the television, radio or Fisher Plaza segments.

Revenue for each segment is as follows (in thousands):

	Three months ended June 30,						Six months ended June 30,
	2011			2010			2011			2010
Television	$	30,934		$	31,063		$	60,035		$	57,648
Radio		5,674			5,964			10,532			10,878
Fisher Plaza		3,811			3,475			7,508			6,993
Other		(69	)		(106	)		(173	)		(123	)
	$	40,350		$	40,396		$	77,902		$	75,396

For the three and six months ended June 30, 2011 intercompany sales amounted to $69,000 and $173,000, respectively, relating primarily to sales between the Company's television and radio segments. For the three and six months ended June 30, 2010 intercompany sales amounted to $106,000 and $123,000, respectively, relating primarily to sales between the Company's television and radio segments.

Income (loss) from continuing operations for each segment is as follows (in thousands):

	Three months ended June 30,					Six months ended June 30,
	2011		2010			2011			2010
Television	$	4,517	$	4,243		$	6,844		$	4,958
Radio		1,410		713			1,268			642
Fisher Plaza		2,282		1,901			4,340			3,472
Other		124		(3,768	)		(4,541	)		(6,758	)
	$	8,333	$	3,089		$	7,911		$	2,314

Total assets for each segment are as follows (in thousands):

	June 30, 2011		December 31, 2010
Television	$	109,243	$	141,707
Radio		13,739		14,483
Fisher Plaza		106,005		108,271
Other		57,737		55,894
		286,724		320,355
Assets held for sale		655		537
	$	287,379	$	320,892

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Condensed Consolidated Statements Of Operations (USD $) In Thousands, except Per Share data	3 Months Ended		6 Months Ended
	Jun. 30, 2011	Jun. 30, 2010	Jun. 30, 2011	Jun. 30, 2010
Condensed Consolidated Statements Of Operations
Revenue	$ 40,350	$ 40,396	$ 77,902	$ 75,396
Operating expenses
Direct operating costs	17,217	17,453	34,891	34,393
Selling, general and administrative expenses	13,417	14,360	28,167	27,620
Amortization of broadcast rights	2,905	2,963	5,875	5,933
Depreciation and amortization	2,672	3,682	5,330	7,318
Gain on sale of real estate, net	(4,089)		(4,089)
Plaza fire reimbursements, net	(105)	(309)	(183)	(400)
Gain on asset exchange, net		(842)		(1,782)
Total operating expenses	32,017	37,307	69,991	73,082
Income from continuing operations	8,333	3,089	7,911	2,314
Loss on extinguishment of senior notes, net	(948)	(72)	(1,058)	(72)
Other income, net	100	106	180	163
Interest expense	(1,878)	(2,590)	(4,125)	(5,262)
Income (loss) from continuing operations before income taxes	5,607	533	2,908	(2,857)
Provision (benefit) for income taxes	2,065	252	1,085	(983)
Income (loss) from continuing operations, net of income taxes	3,542	281	1,823	(1,874)
Income from discontinued operations, net of income taxes	74	47	66	23
Net income (loss)	$ 3,616	$ 328	$ 1,889	$ (1,851)
Net income (loss) per share:
From continuing operations	$ 0.40	$ 0.03	$ 0.21	$ (0.21)
From discontinued operations	$ 0.01	$ 0.01	$ 0.01
Net income (loss) per share	$ 0.41	$ 0.04	$ 0.21	$ (0.21)
Net income (loss) per share assuming dilution:
From continuing operations	$ 0.40	$ 0.03	$ 0.21	$ (0.21)
From discontinued operations	$ 0.01	$ 0.01	$ 0.01
Net income (loss) per share	$ 0.41	$ 0.04	$ 0.21	$ (0.21)
Weighted average shares outstanding	8,834	8,798	8,822	8,793
Weighted average shares outstanding assuming dilution	8,895	8,830	8,892	8,793