FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
MAGNESS FT INVESTMENT CO LLC
   2. Issuer Name and Ticker or Trading Symbol
GENERAL COMMUNICATION INC [GNCMAGNCMB] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O RAYMOND L SUTTON, BAKER & HOSTELLER, LLP 303 EAST 17TH AVENUE SUITE 1100		 3. Date of Earliest Transaction (Month/Day/Year)
12/03/2004
(Street)

DENVER, CO 80203-1264		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 12/03/2004   J(1)   76,668 D (1) 0 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (2) 12/03/2004   J(1)     620,608   (2)   (2) Class A Common Stock 620,608 (1) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
MAGNESS FT INVESTMENT CO LLC
C/O RAYMOND L SUTTON, BAKER & HOSTELLER
LLP 303 EAST 17TH AVENUE SUITE 1100
DENVER, CO 80203-1264		     X    

Signatures

 /s/ Magness FT Investment Company LLC   12/03/2004
**Signature of Reporting Person Date
 By: /s/ Gary Magness, Gary Magness, Manager   12/03/2004
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) On December 3, 2004, Magness FT Investment Company LLC ("Magness FT") agreed to liquidate. In connection with this agreement, Magness FT distributed 76,668 shares of Class A Common Stock and 620,608 shares of Class B Common Stock (representing all of Class A and Class B Common Stock held by Magness FT) to each of Gary Magness and the Estate of Kim Magness (the "Estate"). At the time of the agreement, Mr. Magness was the sole member and manager of Magness FT and the Estate owned a 50.0% economic interest in Magness FT.
(2) Each share of Class B Common Stock may be converted at any time, at the holder's election, into one share of Class A Common Stock upon the surrender of the Class B Common Stock converted.

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