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): November 4, 2008

SAGA COMMUNICATIONS, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	1-11588	38-3042953
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification No.)

73 Kercheval Avenue
Grosse Pointe Farms, MI	48236
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (313) 886-7070

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

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

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

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

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

Item 2.02. Results of Operations and Financial Condition.

     On November 4, 2008, Saga Communications, Inc. issued a press release announcing its financial results for the three and nine months ended September 30, 2008. The press release, dated November 4, 2008, is attached as Exhibit 99.1 to this Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

99.1 Press Release dated November 4, 2008.

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 hereunto duly authorized.

	SAGA COMMUNICATIONS, INC.
Dated: November 4, 2008	By:	/s/ Samuel D. Bush
		Samuel D. Bush
		Senior Vice President, Chief Financial Officer and Treasurer

INDEX OF EXHIBITS

Exhibit No.	Description
99.1	Press Release dated November 4, 2008.

EX-99.1

Exhibit 99.1

Saga Communications, Inc.
Reports 3rd Quarter 2008 Results

Contact:
Samuel D. Bush
313/886-7070

Grosse Pointe Farms, MI – November 4, 2008 – Saga Communications, Inc. (NYSE-SGA) today reported that 3rd quarter 2008 free cash flow was approximately flat at $5.5 million. Net operating revenue was also approximately flat with the comparable period in 2007 at $36.2 million and operating income decreased 7.2% to $7.4 million. Net income decreased $224 thousand to $3.1 million for the quarter ended September 30, 2008 ($.16 per fully diluted share compared to $.17 per fully diluted share for the comparable period in 2007). For the same period, station operating expense increased $613 thousand to $26.6 million (station operating expense includes depreciation and amortization attributable to the stations). On a same station basis for the quarter, net operating revenue decreased 1.0% to $35.9 million, operating income decreased 7.8% to $7.3 million and station operating expense increased $384 thousand to $26.3 million.

For the nine month period ended September 30, 2008, free cash flow increased 8.8% to $13.0 million. Net operating revenue decreased 1.4% from the comparable period in 2007 to $105.1 million, operating income decreased 8.0% to $18.7 million and net income decreased $404 thousand to $7.5 million ($.38 per fully diluted share) compared to $7.9 million ($.39 per fully diluted share) for the comparable period in 2007. For the same period, station operating expense increased $269 thousand to approximately $79.3 million (station operating expense includes depreciation and amortization attributable to the stations). On a same station basis for the nine months, net operating revenue decreased 2.3% to $104.1 million, operating income decreased 9.2% to $18.5 million and station operating expense decreased $452 thousand to $78.5 million.

Capital expenditures in the third quarter of 2008 were $1.6 million of which $60 thousand were as a result of acquisitions. For the nine months, capital expenditures were $5.1 million of which $390 thousand were as a result of acquisitions and $150 thousand were related to digital radio. Currently we expect capital expenditures for the year to be approximately $8.0 million (reduced from our previous estimate of $9.0 million).

During the quarter ended September 30, 2008, the Company bought back 1,548,394 shares of stock for a total purchase price of $8.8 million. For the nine month period ended September 30, 2008 the Company bought back 2,084,756 shares for a total purchase price of $11.8 million.

The attached Selected Supplemental Financial Data table discloses “as reported,” “same station” and “pro forma” information by segment. The “as reported” amounts reflect our historical financial results and include the results of operations for stations that we did not own for the entire comparable period. The “same station” amounts reflect only the results of operations for stations that we owned for the entire comparable period. The “pro forma” amounts assume the 2008 and 2007 acquisitions and dispositions occurred as of January 1, 2007.

Saga Communications utilizes certain financial measures that are not calculated in accordance with generally accepted accounting principles (GAAP) to assess its financial performance. Such non-GAAP measures include same station financial information and free cash flow. These non-GAAP measures are generally recognized by the broadcasting industry as measures of performance and are used by Saga to assess its financial performance including but not limited to evaluating individual station and market-level performance, evaluating overall operations and as a primary measure for incentive based compensation of executives and other members of management. Saga’s management believes these non-GAAP measures are used by analysts who report on the industry and by investors to provide meaningful comparisons between broadcasting groups, as well as an indicator of their market value. These measures are not measures of liquidity or of performance in accordance with GAAP, and should be viewed as a supplement to and not as a substitute for the results of operations presented on a GAAP basis including net operating revenue, operating income, and net income. Reconciliations for all of the non-GAAP financial measures to the most directly comparable GAAP measure are attached in the Selected Financial Data Non-GAAP Disclosures tables.

Saga Communications, Inc. is a broadcasting company whose business is devoted to acquiring, developing and operating broadcast properties. The Company owns or operates broadcast properties in 26 markets, including 61 FM and 30 AM radio stations, 3 state radio networks, 2 farm radio networks, 5 television stations and 4 low-power television stations. For additional information, contact us at (313) 886-7070 or visit our website at www.sagacommunications.com.

Saga’s third quarter 2008 results conference call will be on Tuesday, November 4, 2008 at 2:00 PM EST. The dial in number for domestic calls is 800/230-1093. For international callers the number is 612/332-0107. The call can be replayed for 7 days by calling domestically 800/475-6701 or internationally 320/365-3844 and referring to access code 960297. Thereafter, a transcript of the call will be available on our website.

The Company requests that all parties that have a question that they would like to submit to the Company to please email the inquiry by 1:00 PM EST on November 4, 2008 to SagaIR@sagacom.com. The Company will discuss, during the limited period of the conference call, those inquiries it deems of general relevance and interest. Only inquiries made in compliance with the foregoing will be discussed during the call.

This press release contains certain forward-looking statements that are based upon current expectations and involve certain risks and uncertainties within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Words such as “believes,” “expects,” “anticipates,” “guidance” and similar expressions are intended to identify forward-looking statements. Key risks, including risks associated with Saga’s ability to effectively integrate the stations it acquires and the impact of federal regulation on Saga’s business, are described in the reports Saga Communications, Inc. periodically files with the U.S. Securities and Exchange Commission, including Item 1A of our annual report on Form 10-K. Readers should note that these statements may be impacted by several factors, including national and local economic changes and changes in the radio and television broadcast industry in general, as well as Saga’s actual performance. Results may vary from those stated herein and Saga undertakes no obligation to update the information contained here.

Saga Communications, Inc.
Selected Consolidated Financial Data
For The Three and Nine Months Ended
September 30, 2008 and 2007
(amounts in 000’s except per share data)
(Unaudited)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2008			2007			2008			2007
Operating Results
Net operating revenue	$	36,192		$	36,218		$	105,066		$	106,522
Station operating expense		26,588			25,975			79,255			78,986
Corporate general and administrative		2,485			2,272			7,611			7,194
Gain on asset exchange		(282	)		—			(506	)		—
Operating income		7,401			7,971			18,706			20,342
Interest expense		1,889			2,283			5,760			6,861
Other expense, net		—			60			27			142
Income before income tax		5,512			5,628			12,919			13,339
Income tax expense		2,415			2,307			5,452			5,468
Net income	$	3,097		$	3,321		$	7,467		$	7,871
Earnings per share
Basic	$	0.16		$	0.17		$	0.38		$	0.39
Diluted	$	0.16		$	0.17		$	0.38		$	0.39
Weighted average common shares		18,940			20,112			19,593			20,082
Weighted average common shares and common shares equivalents		18,952			20,126			19,607			20,111
Free Cash Flow
Net income	$	3,097		$	3,321		$	7,467		$	7,871
Plus: Depreciation and amortization:
Station		2,238			2,013			6,391			5,847
Corporate		54			48			160			146
Deferred tax provision		1,640			1,334			3,566			3,161
Non-cash compensation		338			376			1,059			991
Gain on asset exchange		(282	)		—			(506	)		—
Other expense, net		—			60			27			142
Less: Capital expenditures		(1,609	)		(1,617	)		(5,134	)		(6,180	)
Free cash flow	$	5,476		$	5,535		$	13,030		$	11,978
Balance Sheet Data
Working capital							$	19,311		$	22,560
Net fixed assets								73,889			74,286
Net intangible assets and other assets								230,484			217,711
Total assets								339,815			330,935
Long term debt (including current portion of $1,061 and $0, respectively)								134,411			129,911
Stockholders’ equity								146,066			145,543

Saga Communications, Inc.
Selected Supplemental Financial Data
For the Three Months Ended
September 30, 2008 and 2007
(amounts in 000’s except per share data)
(Unaudited)

	As-Reported					Same Station					Pro Forma (1)
	Three Months Ended					Three Months Ended					Three Months Ended
	September 30,					September 30,					September 30,
	2008			2007		2008			2007		2008			2007
Consolidated
Net operating revenue	$	36,192		$	36,218	$	35,855		$	36,156	$	36,192		$	36,500
Station operating expense		26,588			25,975		26,320			25,936		26,588			26,239
Corporate general and administrative		2,485			2,272		2,485			2,272		2,485			2,272
Gain on asset exchange		(282	)		—		(282	)		—		(282	)		—
Operating income		7,401			7,971	$	7,332		$	7,948		7,401			7,989
Interest expense		1,889			2,283							1,889			2,283
Other expense, net		—			60							—			60
Income tax expense		2,415			2,307							2,415			2,315
Net income	$	3,097		$	3,321						$	3,097		$	3,331
Earnings per share:
Basic	$	0.16		$	0.17						$	0.16		$	0.17
Diluted	$	0.16		$	0.17						$	0.16		$	0.17

	As-Reported				Same Station				Pro Forma (1)
	Three Months Ended				Three Months Ended				Three Months Ended
	September 30,				September 30,				September 30,
	2008		2007		2008		2007		2008		2007
Radio Segment
Net operating revenue	$	31,306	$	31,904	$	30,969	$	31,842	$	31,306	$	32,186
Station operating expense		22,717		22,492		22,449		22,453		22,717		22,756
Operating income	$	8,589	$	9,412	$	8,520	$	9,389	$	8,589	$	9,430

	As-Reported					Same Station					Pro Forma (1)
	Three Months Ended					Three Months Ended					Three Months Ended
	September 30,					September 30,					September 30,
	2008			2007		2008			2007		2008			2007
Television Segment
Net operating revenue	$	4,886		$	4,314	$	4,886		$	4,314	$	4,886		$	4,314
Station operating expense		3,871			3,483		3,871			3,483		3,871			3,483
Gain on asset exchange		(282	)		—		(282	)		—		(282	)		—
Operating income	$	1,297		$	831	$	1,297		$	831	$	1,297		$	831

	As-Reported				Same Station				Pro Forma (1)
	Three Months Ended				Three Months Ended				Three Months Ended
	September 30,				September 30,				September 30,
	2008		2007		2008		2007		2008		2007
Depreciation and amortization by segment
Radio Segment	$	1,618	$	1,608	$	1,589	$	1,600	$	1,618	$	1,660
Television Segment		620		405		620		405		620		405
Corporate and Other		54		48		54		48		54		48
	$	2,292	$	2,061	$	2,263	$	2,053	$	2,292	$	2,113

(1) Pro Forma results assume all acquisitions and dispositions in 2007 and 2008 occurred as of January 1, 2007.

Saga Communications, Inc.
Selected Supplemental Financial Data
For the Nine Months Ended
September 30, 2008 and 2007
(amounts in 000’s except per share data)
(Unaudited)

	As-Reported					Same Station					Pro Forma (1)
	Nine Months Ended					Nine Months Ended					Nine Months Ended
	September 30,					September 30,					September 30,
	2008			2007		2008			2007		2008			2007
Consolidated
Net operating revenue	$	105,066		$	106,522	$	104,049		$	106,460	$	105,066		$	107,445
Station operating expense		79,255			78,986		78,496			78,948		79,255			79,807
Corporate general and administrative		7,611			7,194		7,611			7,194		7,611			7,194
Gain on asset exchange		(506	)		—		(506	)		—		(506	)		—
Operating income		18,706			20,342	$	18,448		$	20,318		18,706			20,444
Interest expense		5,760			6,861							5,760			6,861
Other expense, net		27			142							27			142
Income tax expense		5,452			5,468							5,452			5,510
Net income	$	7,467		$	7,871						$	7,467		$	7,931
Earnings per share:
Basic	$	0.38		$	0.39						$	0.38		$	0.39
Diluted	$	0.38		$	0.39						$	0.38		$	0.39

	As-Reported				Same Station				Pro Forma (1)
	Nine Months Ended				Nine Months Ended				Nine Months Ended
	September 30,				September 30,				September 30,
	2008		2007		2008		2007		2008		2007
Radio Segment
Net operating revenue	$	91,316	$	93,640	$	90,299	$	93,578	$	91,316	$	94,563
Station operating expense		68,028		68,460		67,269		68,422		68,028		69,281
Operating income	$	23,288	$	25,180	$	23,030	$	25,156	$	23,288	$	25,282

	As-Reported					Same Station					Pro Forma (1)
	Nine Months Ended					Nine Months Ended					Nine Months Ended
	September 30,					September 30,					September 30,
	2008			2007		2008			2007		2008			2007
Television Segment
Net operating revenue	$	13,750		$	12,882	$	13,750		$	12,882	$	13,750		$	12,882
Station operating expense		11,227			10,526		11,227			10,526		11,227			10,526
Gain on asset exchange		(506	)		—		(506	)		—		(506	)		—
Operating income	$	3,029		$	2,356	$	3,029		$	2,356	$	3,029		$	2,356

	As-Reported				Same Station				Pro Forma (1)
	Nine Months Ended				Nine Months Ended				Nine Months Ended
	September 30,				September 30,				September 30,
	2008		2007		2008		2007		2008		2007
Depreciation and amortization by segment
Radio Segment	$	4,771	$	4,653	$	4,685	$	4,645	$	4,771	$	4,825
Television Segment		1,620		1,194		1,620		1,194		1,620		1,194
Corporate and Other		160		146		160		146		160		146
	$	6,551	$	5,993	$	6,465	$	5,985	$	6,551	$	6,165

(1) Pro Forma results assume all acquisitions and dispositions in 2007 and 2008 occurred as of January 1, 2007.

Saga Communications, Inc.
Selected Supplemental Financial Data
Quarterly Proforma Information
September 30, 2008 and 2007
(amounts in 000’s except per share data)
(Unaudited)

	Pro Forma (1)				Pro Forma (1)					Pro Forma (1)					Pro Forma (1)
	Three Months Ended				Three Months Ended					Three Months Ended					Three Months Ended
	March 31,				June 30,					September 30,					December 31,
	2008		2007		2008			2007		2008			2007		2007
Consolidated
Net operating revenue	$	31,532	$	32,193	$	37,342		$	38,752	$	36,192		$	36,500	$	37,537
Station operating expense		25,421		26,284		27,246			27,284		26,588			26,239		27,352
Corporate general and administrative		2,552		2,316		2,574			2,606		2,485			2,272		2,606
Gain on asset exchange		—		—		(224	)		—		(282	)		—		—
Operating income		3,559		3,593		7,746			8,862		7,401			7,989		7,579
Interest expense		1,995		2,297		1,876			2,281		1,889			2,283		2,093
Other expense, net		20		35		7			47		—			60		131
Income tax expense		634		509		2,403			2,686		2,415			2,315		2,222
Net income	$	910	$	752	$	3,460		$	3,848	$	3,097		$	3,331	$	3,133
Earnings per share:
Basic	$	0.05	$	0.04	$	0.17		$	0.19	$	0.16		$	0.17	$	0.16
Diluted	$	0.05	$	0.04	$	0.17		$	0.19	$	0.16		$	0.17	$	0.16
	Pro Forma (1)				Pro Forma (1)					Pro Forma (1)					Pro Forma (1)
	Three Months Ended				Three Months Ended					Three Months Ended					Three Months Ended
	March 31,				June 30,					September 30,					December 31,
	2008		2007		2008			2007		2008			2007		2007
Radio Segment
Net operating revenue	$	27,381	$	28,203	$	32,629		$	34,174	$	31,306		$	32,186	$	32,992
Station operating expense		21,913		22,802		23,398			23,723		22,717			22,756		23,738
Operating income	$	5,468	$	5,401	$	9,231		$	10,451	$	8,589		$	9,430	$	9,254
	Pro Forma (1)				Pro Forma (1)					Pro Forma (1)					Pro Forma (1)
	Three Months Ended				Three Months Ended					Three Months Ended					Three Months Ended
	March 31,				June 30,					September 30,					December 31,
	2008		2007		2008			2007		2008			2007		2007
Television Segment
Net operating revenue	$	4,151	$	3,990	$	4,713		$	4,578	$	4,886		$	4,314	$	4,545
Station operating expense		3,508		3,482		3,848			3,561		3,871			3,483		3,614
Gain on asset exchange		—		—		(224	)		—		(282	)		—		—
Operating income	$	643	$	508	$	1,089		$	1,017	$	1,297		$	831	$	931
	Pro Forma (1)				Pro Forma (1)					Pro Forma (1)					Pro Forma (1)
	Three Months Ended				Three Months Ended					Three Months Ended					Three Months Ended
	March 31,				June 30,					September 30,					December 31,
	2008		2007		2008			2007		2008			2007		2007
Depreciation and amortization by segment
Radio Segment	$	1,562	$	1,566	$	1,591		$	1,599	$	1,618		$	1,660	$	1,723
Television Segment		395		389		605			400		620			405		425
Corporate and Other		53		47		53			51		54			48		58
	$	2,010	$	2,002	$	2,249		$	2,050	$	2,292		$	2,113	$	2,206

(1) Pro Forma results assume all acquisitions and dispositions in 2007 and 2008 occurred as of January 1, 2007.

Saga Communications, Inc.
Selected Financial Data Non-GAAP Disclosures
For the Three Months Ended
September 30, 2008 and 2007
(amounts in 000’s)
(Unaudited)

Reconciliation of As-Reported (historical) information to Same Station Operating Income

				Adjustment								Adjustment
	As-Reported			For Acquisitions			Same Station			As-Reported		For Acquisitions			Same Station
	Three Months			and Dispositions			Three Months			Three Months		and Dispositions			Three Months
	Ended			Not Included in			Ended			Ended		Not Included in			Ended
	September 30,			Entire Comparable			September 30,			September 30,		Entire Comparable			September 30,
	2008			Period			2008			2007		Period			2007
Consolidated
Net operating revenue	$	36,192		$	(337	)	$	35,855		$	36,218	$	(62	)	$	36,156
Station operating expense		26,588			(268	)		26,320			25,975		(39	)		25,936
Corporate general and administrative		2,485			—			2,485			2,272		—			2,272
Gain on asset exchange		(282	)		—			(282	)		—		—			—
Operating income	$	7,401		$	(69	)	$	7,332		$	7,971	$	(23	)	$	7,948

			Adjustment							Adjustment
	As-Reported		For Acquisitions			Same Station		As-Reported		For Acquisitions			Same Station
	Three Months		and Dispositions			Three Months		Three Months		and Dispositions			Three Months
	Ended		Not Included in			Ended		Ended		Not Included in			Ended
	September 30,		Entire Comparable			September 30,		September 30,		Entire Comparable			September 30,
	2008		Period			2008		2007		Period			2007
Radio Segment
Net operating revenue	$	31,306	$	(337	)	$	30,969	$	31,904	$	(62	)	$	31,842
Station operating expense		22,717		(268	)		22,449		22,492		(39	)		22,453
Operating income	$	8,589	$	(69	)	$	8,520	$	9,412	$	(23	)	$	9,389

				Adjustment							Adjustment
	As-Reported			For Acquisitions		Same Station			As-Reported		For Acquisitions		Same Station
	Three Months			and Dispositions		Three Months			Three Months		and Dispositions		Three Months
	Ended			Not Included in		Ended			Ended		Not Included in		Ended
	September 30,			Entire Comparable		September 30,			September 30,		Entire Comparable		September 30,
	2008			Period		2008			2007		Period		2007
Television Segment
Net operating revenue	$	4,886			—	$	4,886		$	4,314		—	$	4,314
Station operating expense		3,871			—		3,871			3,483		—		3,483
Gain on asset exchange		(282	)		—		(282	)		—		—		—
Operating income	$	1,297			—	$	1,297		$	831		—	$	831

Saga Communications, Inc.
Selected Financial Data Non-GAAP Disclosures
For the Nine Months Ended
September 30, 2008 and 2007
(amounts in 000’s)
(Unaudited)

Reconciliation of As-Reported (historical) information to Same Station Operating Income

				Adjustment								Adjustment
	As-Reported			For Acquisitions			Same Station			As-Reported		For Acquisitions			Same Station
	Nine Months			and Dispositions			Nine Months			Nine Months		and Dispositions			Nine Months
	Ended			Not Included in			Ended			Ended		Not Included in			Ended
	September 30,			Entire Comparable			September 30,			September 30,		Entire Comparable			September 30,
	2008			Period			2008			2007		Period			2007
Consolidated
Net operating revenue	$	105,066		$	(1,017	)	$	104,049		$	106,522	$	(62	)	$	106,460
Station operating expense		79,255			(759	)		78,496			78,986		(38	)		78,948
Corporate general and administrative		7,611			—			7,611			7,194		—			7,194
Gain on asset exchange		(506	)		—			(506	)		—		—			—
Operating income	$	18,706		$	(258	)	$	18,448		$	20,342	$	(24	)	$	20,318

			Adjustment							Adjustment
	As-Reported		For Acquisitions			Same Station		As-Reported		For Acquisitions			Same Station
	Nine Months		and Dispositions			Nine Months		Nine Months		and Dispositions			Nine Months
	Ended		Not Included in			Ended		Ended		Not Included in			Ended
	September 30,		Entire Comparable			September 30,		September 30,		Entire Comparable			September 30,
	2008		Period			2008		2007		Period			2007
Radio Segment
Net operating revenue	$	91,316	$	(1,017	)	$	90,299	$	93,640	$	(62	)	$	93,578
Station operating expense		68,028		(759	)		67,269		68,460		(38	)		68,422
Operating income	$	23,288	$	(258	)	$	23,030	$	25,180	$	(24	)	$	25,156

				Adjustment							Adjustment
	As-Reported			For Acquisitions		Same Station			As-Reported		For Acquisitions		Same Station
	Nine Months			and Dispositions		Nine Months			Nine Months		and Dispositions		Nine Months
	Ended			Not Included in		Ended			Ended		Not Included in		Ended
	September 30,			Entire Comparable		September 30,			September 30,		Entire Comparable		September 30,
	2008			Period		2008			2007		Period		2007
Television Segment
Net operating revenue	$	13,750			—	$	13,750		$	12,882		—	$	12,882
Station operating expense		11,227			—		11,227			10,526		—		10,526
Gain on asset exchange		(506	)		—		(506	)		—		—		—
Operating income	$	3,029			—	$	3,029		$	2,356		—	$	2,356