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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

For the quarterly period ended March 31, 2011

or

For the transition period from             to             

Commission file number: 333-02302

ALLBRITTON COMMUNICATIONS COMPANY

(Exact name of registrant as specified in its charter)

1000 Wilson Boulevard

Suite 2700

Arlington, VA 22209

(Address of principal executive offices, including zip code)

(703) 647-8700

(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  ¨    No  x (1)

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  ¨    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.

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

Number of shares of Common Stock outstanding as of May 12, 2011: 20,000 shares.

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CAUTIONARY NOTICE REGARDING FORWARD-LOOKING STATEMENTS

THIS QUARTERLY REPORT ON FORM 10-Q, INCLUDING ITEM 2 “MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS,” CONTAINS FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, THAT ARE NOT HISTORICAL FACTS AND INVOLVE A NUMBER OF RISKS AND UNCERTAINTIES. THERE ARE A NUMBER OF FACTORS THAT COULD CAUSE OUR ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE PROJECTED IN SUCH FORWARD-LOOKING STATEMENTS. THESE FACTORS INCLUDE, WITHOUT LIMITATION, OUR OUTSTANDING INDEBTEDNESS AND OUR HIGH DEGREE OF LEVERAGE; THE RESTRICTIONS IMPOSED ON US BY THE TERMS OF OUR INDEBTEDNESS; THE HIGH DEGREE OF COMPETITION FROM BOTH OVER-THE-AIR BROADCAST STATIONS AND PROGRAMMING ALTERNATIVES SUCH AS CABLE TELEVISION, WIRELESS CABLE, IN-HOME SATELLITE DISTRIBUTION SERVICE, PAY-PER-VIEW SERVICES, INTERNET VIDEO AND HOME VIDEO AND ENTERTAINMENT SERVICES; THE IMPACT OF NEW TECHNOLOGIES; CHANGES IN FEDERAL COMMUNICATIONS COMMISSION (“FCC”) REGULATIONS; FCC LICENSE RENEWAL REQUIREMENTS; DECREASES IN THE DEMAND FOR ADVERTISING DUE TO WEAKNESS IN THE ECONOMY; AND THE VARIABILITY OF OUR QUARTERLY RESULTS AND OUR SEASONALITY.

ALL WRITTEN OR ORAL FORWARD-LOOKING STATEMENTS ATTRIBUTABLE TO THE COMPANY ARE EXPRESSLY QUALIFIED BY THE FOREGOING CAUTIONARY STATEMENTS. ALSO REFER TO THE RISKS DISCUSSED UNDER THE HEADING “RISK FACTORS” AND OTHER CAUTIONARY LANGUAGE IN OUR ANNUAL REPORT ON FORM 10-K FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2010. READERS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS WHICH REFLECT MANAGEMENT’S VIEW ONLY AS OF THE DATE HEREOF.

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ALLBRITTON COMMUNICATIONS COMPANY

FORM 10-Q

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2011

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PART I FINANCIAL INFORMATION

ALLBRITTON COMMUNICATIONS COMPANY

CONSOLIDATED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS

(Dollars in thousands)

(unaudited)

See accompanying notes to interim consolidated financial statements.

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ALLBRITTON COMMUNICATIONS COMPANY

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands except share information)

See accompanying notes to interim consolidated financial statements.

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ALLBRITTON COMMUNICATIONS COMPANY

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands)

(unaudited)

See accompanying notes to interim consolidated financial statements.

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ALLBRITTON COMMUNICATIONS COMPANY

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in thousands)

(unaudited)

NOTE 1 – The accompanying unaudited interim consolidated financial statements of Allbritton Communications Company (an indirectly wholly-owned subsidiary of Perpetual Corporation (“Perpetual”)) and its subsidiaries (collectively, the “Company”) have been prepared pursuant to instructions for Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in conformity with generally accepted accounting principles have been omitted or condensed where permitted by regulation. In management’s opinion, the accompanying financial statements reflect all adjustments, which were of a normal recurring nature, and disclosures necessary for a fair presentation of the consolidated financial statements for the interim periods presented. The results of operations for the three and six months ended March 31, 2011 are not necessarily indicative of the results that can be expected for the entire fiscal year ending September 30, 2011. The interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended September 30, 2010, which are contained in the Company’s Form 10-K.

NOTE 2 – The carrying amount of the Company’s cash and cash equivalents, accounts receivable, accounts payable, accrued expenses and program rights payable approximate fair value due to the short maturity of those instruments. The Company estimates the fair value of its long-term debt using quoted market prices. The Company estimated the fair value of its senior notes to be approximately $456,000 and $480,000 at September 30, 2010 and March 31, 2011, respectively. The carrying value of the Company’s senior credit facility approximates fair value as borrowings bear interest at market rates.

NOTE 3 – The carrying value of the Company’s indefinite lived intangible assets, consisting of its broadcast licenses, at September 30, 2010 and March 31, 2011 was $11,590. The Company’s other intangible assets, consisting of favorable terms on contracts and leases, had a gross carrying amount of $6,174 and no net carrying value at September 30, 2010 or March 31, 2011 as these intangible assets are fully amortized.

NOTE 4 – The FCC granted to Sprint Nextel Corporation (“Nextel”) the right to reclaim a portion of the spectrum in the 2 GHz band from broadcasters across the country. In order to claim this spectrum, Nextel was required to replace all of the broadcasters’ electronic newsgathering equipment using this spectrum with digital equipment capable of operating in the reformatted portion of the 2 GHz band retained by the broadcasters. This exchange of equipment was completed on a market by market basis. As the equipment was exchanged and placed into service in each of the Company’s markets, a gain was recorded to the extent that the fair market value of the equipment received exceeded the book value of the analog equipment exchanged.

During the six months ended March 31, 2010, the fair market value of the equipment received and placed into service was $1,610. This amount has been recorded as an addition to property, plant and

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equipment, but it is not included in capital expenditures in the accompanying consolidated statement of cash flows as no cash was involved in the exchange. The excess of fair market value as compared to the book value of equipment exchanged and placed into service of $1,610 for the six months ended March 31, 2010, was recorded as a non-cash gain in other, net nonoperating income in the accompanying consolidated financial statements. There were no exchanges during the six months ended March 31, 2011.

NOTE 5 – For the six months ended March 31, 2010 and 2011, distributions to owners and related activity consisted of the following:

The average amount of non-interest bearing advances outstanding was $473,818 and $481,014 during the six months ended March 31, 2010 and 2011, respectively.

NOTE 6 – On November 13, 2009, the equity interests of Politico, a wholly-owned subsidiary of the Company, were distributed to Perpetual. As the operations of Politico constitute a component of the Company, the operating results of Politico through November 13, 2009 are presented as discontinued operations for all periods presented. The distribution of the equity interests of Politico was reflected as a distribution to owners at historical cost, or $5,363, in the accompanying statement of operations and retained earnings for the six months ended March 31, 2010. The $5,363 of equity interests of Politico distributed on November 13, 2009 consisted of current assets of $7,548, net property, plant and equipment of $258, current liabilities of $2,429 and non-current liabilities of $14. The distribution of Politico resulted in a current tax effect of $1,766 which was reflected as a reduction to stockholder’s investment during the three months ended December 31, 2009.

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Following is a summary of operating results for discontinued operations through November 13, 2009:

NOTE 7 – In October 2009, the FASB issued new guidance on revenue arrangements with multiple deliverables. The guidance revises the criteria for separating, measuring and allocating arrangement consideration to each deliverable in a multiple element arrangement. This guidance is effective for the Company’s year ending September 30, 2011. The Company adopted the guidance as of October 1, 2010. The adoption had no effect on the Company’s financial position or results of operations.

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(Dollars in thousands)

Overview

As used herein, the terms the “Company,” “our,” “us,” or “we” refer to Allbritton Communications Company and its subsidiaries and “ACC” refers solely to Allbritton Communications Company.

We own ABC network-affiliated television stations serving six geographic markets: WJLA-TV in Washington, D.C.; WCFT-TV in Tuscaloosa, Alabama, WJSU-TV in Anniston, Alabama and WBMA-LP, a low power television station licensed to Birmingham, Alabama (we operate WCFT-TV and WJSU-TV in tandem with WBMA-LP serving the viewers of the Birmingham, Tuscaloosa and Anniston market as a single programming source); WHTM-TV in Harrisburg, Pennsylvania; KATV in Little Rock, Arkansas; KTUL in Tulsa, Oklahoma; and WSET-TV in Lynchburg, Virginia. We also provide 24-hour per day basic cable television programming to the Washington, D.C. market, through NewsChannel 8, primarily focused on regional and local news for the Washington, D.C. metropolitan area. The operations of NewsChannel 8 are integrated with WJLA.

We owned and operated Politico, a specialized newspaper and Internet site (politico.com), from its launch in January 2007 until November 13, 2009, at which time the equity interests of Politico were distributed to Perpetual. The operating results of Politico through November 13, 2009 are classified as discontinued operations.

Our advertising revenues are generally highest in the first and third quarters of each fiscal year, due in part to increases in retail advertising in the period leading up to and including the holiday season and active advertising in the spring. The fluctuation in our operating results is generally related to fluctuations in the revenue cycle. In addition, advertising revenues are generally higher during election years due to spending by political candidates, which is typically heaviest during our first and fourth fiscal quarters.

Results of Operations

Set forth below are selected consolidated financial data for the three and six months ended March 31, 2010 and 2011 and the percentage change between the periods:

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Net Operating Revenues

The following table depicts the principal types of operating revenues from continuing operations, net of agency commissions, earned by us for each of the three and six month periods ended March 31, 2010 and 2011, and the percentage contribution of each to our total operating revenues, before fees:

Net operating revenues for the three months ended March 31, 2011 totaled $44,701, a decrease of $653, or 1.4%, when compared to net operating revenues of $45,354 for the three months ended March 31, 2010. This decrease primarily reflects decreased local and national and political advertising revenues, partially offset by increased subscriber fees. Net operating revenues increased $1,819, or 1.8%, to $102,445 for the six months ended March 31, 2011 as compared to $100,626 for the same period in the prior year. This increase primarily reflects increased demand for political advertising as well as increased subscriber fees, partially offset by decreased local and national advertising revenues.

Local and national advertising revenues decreased $804, or 2.1% and $3,528, or 4.2%, during the three and six months ended March 31, 2011, respectively, versus the comparable periods in the prior year. These decreases were primarily due to significantly less demand for issue-oriented advertising surrounding the legislative process during the current year as well as the displacement of local and national advertisers during the peak political advertising period leading up to the November 2010 interim elections. Notwithstanding these overall decreases, automotive related advertising increased 22% during both the three and six months ended March 31, 2011, as compared to the same periods in the prior year.

There were no political advertising revenues for the three months ended March 31, 2011 as compared to $553 for the three months ended March 31, 2010. Political advertising revenues increased by $3,995 to $7,642 for the six months ended March 31, 2011 as compared to the six months ended March 31, 2010.

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Political advertising revenue increased as a result of spending related to the November 2010 interim elections, partially offset by advertising in the prior year for the Virginia Governor’s election in November 2009.

Subscriber fees increased $521, or 11.0%, and $1,055, or 11.5%, during the three and six months ended March 31, 2011, respectively, as compared to the same periods of the prior fiscal year. These increases were due to increases in per subscriber rates in accordance with the underlying agreements as well as increases in the overall number of subscribers.

No individual advertiser accounted for more than 5% of our operating revenues during the three or six months ended March 31, 2010 or 2011.

Total Operating Expenses

Total operating expenses for the three months ended March 31, 2011 totaled $32,455, an increase of $2,272, or 7.5%, compared to total operating expenses of $30,183 for the three-month period ended March 31, 2010. This increase consisted of an increase in television operating expenses, excluding depreciation and amortization, of $1,771, an increase in depreciation and amortization of $169 and an increase in corporate expenses of $332.

Total operating expenses for the six months ended March 31, 2011 totaled $65,805, an increase of $5,236, or 8.6%, compared to total operating expenses of $60,569 for the six-month period ended March 31, 2010. This increase consisted of an increase in television operating expenses, excluding depreciation and amortization, of $4,286, an increase in depreciation and amortization of $308 and an increase in corporate expenses of $642.

Television operating expenses, excluding depreciation and amortization, increased $1,771, or 6.6%, and $4,286, or 8.0%, for the three and six months ended March 31, 2011, respectively, as compared to the same periods in Fiscal 2010. These increases were due primarily to increased personnel and operating costs related to the new Washington, D.C. local news website, TBD.com, and its integration with the NewsChannel 8 cable platform as well as the effect of expense reduction initiatives on the Fiscal 2010 periods. While the majority of the expense reductions that we initiated during Fiscal 2009 are continuing, certain of these reductions were temporary in nature and the related expenses have begun to increase.

Operating Income

For the three months ended March 31, 2011, operating income of $12,246 represented a decrease of $2,925, or 19.3%, when compared to operating income of $15,171 for the three months ended March 31, 2010. For the three months ended March 31, 2011, the operating margin decreased to 27.4% from 33.5% for the comparable period in Fiscal 2010. The decreases in operating income and margin during the three months ended March 31, 2011 were primarily the result of increased total operating expenses, as discussed above.

Operating income of $36,640 for the six months ended March 31, 2011 decreased $3,417, or 8.5%, when compared to operating income of $40,057 for the same period in the prior fiscal year. For the six months ended March 31, 2011, the operating margin decreased to 35.8% from 39.8% for the comparable period in the prior fiscal year. The decreases in operating income and margin were primarily the result of total operating expenses increasing more than the increase in net operating revenues, as discussed above.

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Nonoperating Expenses, Net

Interest Expense. Interest expense of $9,297 for the three months ended March 31, 2011 increased $103, or 1.1%, as compared to $9,194 for the three-month period ended March 31, 2010. The average balance of debt outstanding for the three months ended March 31, 2010 and 2011 was $476,817 and $470,833, respectively, and the weighted average interest rate on debt was 7.6% and 7.9% for the three-month periods ended March 31, 2010 and 2011, respectively.

Interest expense of $18,617 for the six months ended March 31, 2011 increased $216, or 1.2%, as compared to $18,401 for the comparable period of Fiscal 2010. The average balance of debt outstanding for the six months ended March 31, 2010 and 2011 was $476,556 and $470,723, respectively, and the weighted average interest rate on debt was 7.6% and 7.9% for the six-month periods ended March 31, 2010 and 2011, respectively.

Other, net. Other, net nonoperating expense was $900 for the six months ended March 31, 2011, as compared to other, net nonoperating income of $1,000 for the same period in the prior year. The difference of $1,900 primarily resulted from the recording of a non-cash gain on the exchange of equipment with Sprint Nextel Corporation (“Nextel”) of $1,610 during the six months ended March 31, 2010 with no comparable activity during the six months ended March 31, 2011. The FCC granted to Nextel the right to reclaim a portion of the spectrum in the 2 GHz band from broadcasters across the country. In order to claim this spectrum, Nextel was required to replace all of the broadcasters’ electronic newsgathering equipment using this spectrum with digital equipment capable of operating in the reformatted portion of the 2 GHz band retained by the broadcasters. This exchange of equipment was completed on a market by market basis. As the equipment was exchanged and placed into service in each of our markets, a gain was recorded to the extent that the fair market value of the equipment received exceeded the book value of the analog equipment exchanged.

Income Taxes

The provision for income taxes for the three months ended March 31, 2011 totaled $959, a decrease of $1,400, or 59.3%, as compared to the provision for income taxes of $2,359 for the three months ended March 31, 2010. This decrease was primarily due to the $3,484, or 58.6%, decrease in income from continuing operations before income taxes.

The provision for income taxes for the six months ended March 31, 2011 totaled $6,581, a decrease of $2,257, or 25.5%, as compared to the provision for income taxes of $8,838 for the six months ended March 31, 2010. This decrease was primarily due to the $5,643, or 24.8%, decrease in income from continuing operations before income taxes.

Income from Continuing Operations

Income from continuing operations during the three months ended March 31, 2011 was $1,501, a decrease of $2,084, or 58.1%, when compared to income from continuing operations of $3,585 during the comparable period in Fiscal 2010. This decrease was primarily due to decreased operating income as discussed above.

Income from continuing operations during the six months ended March 31, 2011 was $10,542, a decrease of $3,386, or 24.3%, when compared to income from continuing operations of $13,928 during the comparable period in Fiscal 2010. This decrease was primarily due to decreased operating income as discussed above.

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Income from Discontinued Operations, Net of Income Taxes

The operations of Politico through November 13, 2009 are classified as discontinued operations in the six-month period ended March 31, 2010. Income from discontinued operations was $1,641, net of the related provision for income taxes of $1,028, during the six months ended March 31, 2010.

Net Income

For the three months ended March 31, 2011, the Company recorded net income of $1,501 as compared to net income of $3,585 for the three months ended March 31, 2010. The decrease of $2,084, or 58.1%, during the three months ended March 31, 2011 was primarily due to decreased operating income as discussed above.

For the six months ended March 31, 2011, the Company recorded net income of $10,542 as compared to net income of $15,569 for the six months ended March 31, 2010. This decrease in net income of $5,027, or 32.3%, during the six months ended March 31, 2011 was primarily due to decreased income from continuing operations as well as income from discontinued operations in the prior year as discussed above.

Balance Sheet

Significant balance sheet fluctuations from September 30, 2010 to March 31, 2011 consisted primarily of decreases in program rights and program rights payable. These decreases reflect the annual cycle of the underlying program contracts which generally begins in September of each year. See also “Liquidity and Capital Resources.”

Liquidity and Capital Resources

As of March 31, 2011, our cash and cash equivalents aggregated $2,318, and we had an excess of current assets over current liabilities of $16,930.

Cash Provided by Operations. Our principal source of working capital is cash flow from operations and borrowings under our senior credit facility. As discussed above, our operating results are cyclical in nature primarily as a result of seasonal fluctuations in advertising revenues, which are generally highest in the first and third quarters of each fiscal year. Our cash flow from operations is also impacted on a quarterly basis by the timing of cash collections and interest payments on debt. Cash receipts are usually greater during the second and fourth fiscal quarters as the collection of advertising revenue typically lags the period in which such revenue is recorded. Scheduled semi-annual interest payments on our long-term fixed interest rate debt occur during the first and third fiscal quarters. As a result, our cash flows from operating activities as reflected in our consolidated financial statements are generally significantly higher during our second and fourth fiscal quarters, and such quarters comprise a substantial majority of our cash flows from operating activities for the full fiscal year.

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As reported in the consolidated statements of cash flows, our net cash from operating activities was $13,576 and $15,399 for the six months ended March 31, 2010 and 2011, respectively. The $1,823 increase in cash flows from operating activities was primarily the result of decreased levels of accounts receivable, excluding the effect of discontinued operations, partially offset by decreased net income as well as various differences in the timing of cash receipts and payments in the ordinary course of operations as compared to the same period in the prior fiscal year.

Transactions with Owners. We have periodically made advances in the form of distributions to Perpetual. During the six months ended March 31, 2011, we made cash advances to Perpetual of $5,000. The advances to Perpetual are non-interest bearing and, as such, do not reflect market rates of interest-bearing loans to unaffiliated third parties. No cash advances were made during the six months ended March 31, 2010. On November 13, 2009, the equity interests of Politico were distributed to Perpetual. See “Overview.”

At present, the primary source of repayment of the net advances is through our ability to pay dividends or make other distributions, and there is no immediate intent for the amounts to be repaid. Accordingly, these advances have been treated as a reduction of stockholder’s investment and are described as “distributions” in our consolidated financial statements.

Under the terms of the agreements relating to our indebtedness, future advances, distributions and dividends to related parties are subject to certain restrictions. We anticipate that, subject to such restrictions, applicable law and payment obligations with respect to our indebtedness, we will make advances, distributions or dividends to related parties in the future.

Under the terms of the tax sharing agreement between Perpetual and us, we made a tax payment to Perpetual during the six months ended March 31, 2010 of $2,045 that was due as of September 30, 2009, and in addition, we made interest-bearing advances of tax payments to Perpetual of $3,320. During the six months ended March 31, 2011, we made a tax payment of $3,437 to Perpetual related to current year tax charges. We were charged by Perpetual for federal and state income taxes totaling $8,833 and $3,993 during the six months ended March 31, 2010 and 2011, respectively.

Stockholder’s deficit amounted to $382,618 at March 31, 2011, a decrease of $6,098, or 1.6%, from the September 30, 2010 deficit of $388,716. The decrease was due to net income for the period of $10,542 offset by a net increase in distributions to owners of $4,444 which was the result of cash advances and payment of income taxes under the tax sharing agreement, partially offset by tax charges.

Indebtedness. Our total debt decreased from $470,000 at September 30, 2010 to $464,500 at March 31, 2011. This debt consisted of $455,000 of 8% senior notes due May 15, 2018 and $9,500 outstanding under our senior credit facility. The decrease of $5,500 in total debt from September 30, 2010 to March 31, 2011 was due to net repayments under the senior credit facility.

Our $60,000 senior credit facility is secured by the assets and stock of ACC and its subsidiaries and matures April 29, 2013. Interest is payable quarterly at various rates from prime plus 1.50% or from LIBOR plus 2.75% depending on certain financial operating tests.

Under the existing borrowing agreements, we are subject to restrictive covenants that place limitations upon payments of cash distributions, dividends, issuance of capital stock, investment transactions,

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incurrence of additional obligations and transactions with affiliates. Our senior credit facility currently contains the most restrictive covenants and limitations of this nature. In addition, under the senior credit facility, we must maintain compliance with certain financial covenants. Compliance with the financial covenants is measured at the end of each quarter, and as of March 31, 2011, we were in compliance with those financial covenants. We are also required to pay a commitment fee ranging from 0.375% to 0.500% per annum based on the amount of any unused portion of the senior credit facility.

Our senior credit facility, under which $9,500 was outstanding at March 31, 2011, has four financial maintenance covenants which are calculated based on the most recent twelve months of activity as of the end of each quarter. These financial maintenance covenants include a minimum interest coverage ratio, maximum total and senior leverage ratios and a minimum fixed charge coverage ratio. The total leverage ratio covenant is currently the most restrictive of the four financial maintenance covenants, and it also serves to limit cash advances to Perpetual. The calculation and the requirements for this ratio as of September 30, 2010 and March 31, 2011 are provided below.

Consolidated EBITDA is a defined term in our senior credit facility and is calculated as required by the terms of our senior credit facility as follows:

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The calculation for the twelve months ended September 30, 2010 excludes amounts related to Politico as required by the senior credit facility. Consolidated EBITDA is a non-GAAP measure which is only presented for purposes of assisting the reader in understanding our compliance with our financial covenants. We have calculated Consolidated EBITDA in accordance with the specific requirements of our senior credit facility, and this calculation may not be consistent with similarly titled measures used by other companies. This measure should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP.

The permitted maximum total leverage ratio steps down during Fiscal 2011, including a decrease to 6.75 effective June 30, 2011. We believe that based on anticipated results for Fiscal 2011, we will be able to continue to comply with the financial covenants of our senior credit facility.

The indenture for our long-term debt provides that, whether or not required by the rules and regulations of the SEC, so long as any senior notes are outstanding, we, at our expense, will furnish to each holder (i) all quarterly and annual financial information that would be required to be contained in a filing with the SEC on Forms 10-Q and 10-K, if we were required to file such forms, including a “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and, with respect to the annual financial information only, a report thereon by our certified independent accountants and (ii) all current reports that would be required to be filed with the SEC on Form 8-K if we were required to file such reports. In addition, the indenture also provides that, whether or not required by the rules and regulations of the SEC, we will file a copy of all such information and reports with the SEC for public availability (unless the SEC will not accept such a filing) and make such information available to securities analysts and prospective investors upon request. Although our duty to file such reports with the SEC has been automatically suspended pursuant to Section 15(d) of the Securities Exchange Act of 1934 effective October 1, 2010, we will continue to file such reports in accordance with the terms of the indenture.

Other Uses of Cash. We anticipate that capital expenditures for Fiscal 2011 will be in the approximate range of $7,000 to $8,000, and will primarily be for the acquisition of technical equipment and vehicles to support ongoing operations across our stations, including the completion of the conversion to high definition local production in all markets. We expect that the source of funds for these anticipated capital expenditures will be cash provided by operations and borrowings under the senior credit facility. Capital expenditures during the six months ended March 31, 2011 totaled $5,506.

Based upon our current level of operations, we believe that available cash, together with cash flows generated by operating activities and amounts available both under the senior credit facility and from repayments of distributions to owners, will be adequate to meet our anticipated future requirements for working capital, capital expenditures and scheduled payments of interest on our debt for the next twelve months.

New Accounting Standards

In October 2009, the FASB issued new guidance on revenue arrangements with multiple deliverables. The guidance revises the criteria for separating, measuring and allocating arrangement consideration to each deliverable in a multiple element arrangement. This guidance is effective for our year ending September 30, 2011. The Company adopted the guidance as of October 1, 2010. The adoption had no effect on the Company’s financial position or results of operations.

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At March 31, 2011, we had other financial instruments consisting primarily of long-term fixed interest rate debt. Such debt, with future principal payments of $455,000, matures May 15, 2018. At March 31, 2011, the carrying value of such debt was $455,000, the fair value was approximately $480,000 and the interest rate was 8%. 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. We estimate the fair value of our long-term fixed interest rate debt by using quoted market prices. We actively monitor the capital markets in analyzing our capital raising decisions.

The Company has performed an evaluation of its disclosure controls and procedures (as defined by Exchange Act rule 15d-15(e)) as of March 31, 2011. Based on this evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that the disclosure controls and procedures are effective.

There were no changes in the Company’s internal control over financial reporting during the quarter ended March 31, 2011 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II - OTHER INFORMATION

We currently and from time to time are involved in litigation incidental to the conduct of our business, including suits based on defamation and employment activity. We are not currently a party to any lawsuit or proceeding which, in our opinion, could reasonably be expected to have a material adverse effect on our consolidated financial condition, results of operations or cash flows.

a. Exhibits

See Exhibit Index on pages 18-20.

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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.

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EXHIBIT INDEX

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