8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   ----------

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 OR 15(d) of The
                         Securities Exchange Act of 1934

       Date of report (Date of earliest event reported): December 22, 2004

                           GENERAL COMMUNICATION, INC.
             (Exact Name of Registrant as Specified in its Charter)

    Alaska                          0-15279                         92-0072737
- ---------------               ----------------------               ------------
(State or other              (Commission File Number)             (IRS Employer
jurisdiction of                                                   Identification
incorporation)                                                        No.)

      2550 Denali Street Suite 1000 Anchorage, Alaska                 99503
   -----------------------------------------------------            --------
         (Address of principal executive offices)                  (Zip Code)


       Registrant's telephone number, including area code: (907) 868-5600


                                      NONE
           -----------------------------------------------------------
          (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligations of the registrant under any of the
following provisions:

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

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

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

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

Section 1 - Registrant's Business and Operations

Item 1.01 Entry into a Material Definitive Agreement

     On December 22, 2004, the Board of Directors of General Communication, Inc.
approved a Director Compensation Plan. A copy of the Director Compensation Plan
is attached as Exhibit 99.1.

                                    SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                          GENERAL COMMUNICATION, INC.
                                          ---------------------------
                                                  (Registrant)

Date: December 22, 2004


                                          By /s/
                                          Name:  John M. Lowber
                                          Title: Senior Vice President,
                                                 Chief Financial Officer,
                                                 Secretary and Treasurer
                                                 (Principal Financial Officer)

                                  EXHIBIT INDEX

Exhibit No.   Description
- -----------   --------------------------------------------------------
99.1          Director Compensation Plan

EX-99

                                                                    Exhibit 99.1


                           GENERAL COMMUNICATION, INC.
                           DIRECTOR COMPENSATION PLAN


Eligible GCI Directors will be compensated as follows:

Cash Compensation:
Cash compensation will consist of $24,000 per annum (prorated for days served,
paid quarterly) plus $2,000 for each meeting (or portion thereof) attended
either in person or telephonically. Cash compensation shall be paid starting
with the September 22, 2004 teleconference board meeting. Cash compensation will
be paid only to Board members who are eligible to receive such compensation as
of the date it is earned. Board members (other than employee directors) are not
employees of the Company and therefore will not be subject to withholding of
income taxes.

Stock Grant:
A grant of 3,330 shares of GCI Class A common stock will be made for each year
of service or portion thereof. The grants (after the initial grants) will be
issued and shall vest on June 1 of each year. If an ineligible board member
subsequently becomes eligible under the Board Compensation Plan, a grant shall
be awarded to that member at the next Board meeting. When the shares vest, they
are subject to taxation based on the then fair market value of the vested
shares. Accordingly, at the time of vesting, the Company will make a
supplemental payment equal to 40% of the value of the vested shares to each
director in order to facilitate the payment by the director of the taxes that
may result from the vesting of the shares. The value of the vested shares and
the supplemental 40% payment to employee directors will be subject to the usual
payroll withholding requirements.

The initial 3,330 share grant will be made effective December 22, 2004, and will
vest on December 31, 2004. Subsequent grants will be made annually beginning
June 1, 2005 and shall vest immediately.

Eligibility:
Compensation will be paid only to those directors who are able to receive the
benefit individually, whether they be employee directors or otherwise.