================================================================================

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 March 31, 2008

|_| 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: 333-02302
--------------
ALLBRITTON COMMUNICATIONS COMPANY
(Exact name of registrant as specified in its charter)
--------------

Delaware 74-1803105
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification no.)

1000 Wilson Boulevard
Suite 2700
Arlington, VA 22209
(Address of principal executive offices)

(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 is a large accelerated filer,
an accelerated filer, a non-accelerated filer, or a smaller reporting company.
See definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer |_| Accelerated filer |_|
Non-accelerated filer |X| 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|
--------------

Number of shares of Common Stock outstanding as of May 12, 2008: 20,000 shares.

(1) Although the Company has not been subject to such filing requirements for
the past 90 days, it has filed all reports required to be filed by Section
15(d) of the Securities Exchange Act of 1934 during the preceding 12
months. Pursuant to Section 15(d) of the Securities Exchange Act of 1934,
the Company's duty to file reports is automatically suspended as a result
of having fewer than 300 holders of record of each class of its debt
securities outstanding as of October 1, 2007, but the Company has agreed
under the terms of certain long-term debt to continue these filings in the
future.

================================================================================

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 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. READERS ARE
CAUTIONED NOT TO PLACE UNDUE RELIANCE ON THESE FORWARD-LOOKING STATEMENTS WHICH
REFLECT MANAGEMENT'S VIEW ONLY AS OF THE DATE HEREOF.

ALLBRITTON COMMUNICATIONS COMPANY
FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2008

TABLE OF CONTENTS

PAGE
PART I FINANCIAL INFORMATION

Item 1. Financial Statements:

Consolidated Statements of Operations and Retained Earnings
for the Three and Six Months Ended March 31, 2007 and 2008.. 1

Consolidated Balance Sheets as of September 30, 2007 and
March 31, 2008.............................................. 2

Consolidated Statements of Cash Flows for the Six Months
Ended March 31, 2007 and 2008............................... 3

Notes to Interim Consolidated Financial Statements.......... 4

Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations................................... 8

Item 3. Quantitative and Qualitative Disclosures About Market Risk.. 15

Item 4. Controls and Procedures..................................... 16

PART II OTHER INFORMATION

Item 1. Legal Proceedings........................................... 16

Item 6. Exhibits.................................................... 16

Signatures............................................................ 17

Exhibit Index......................................................... 18

PART I FINANCIAL INFORMATION

Item 1. Financial Statements

ALLBRITTON COMMUNICATIONS COMPANY
(an indirectly wholly-owned subsidiary of Perpetual Corporation)

CONSOLIDATED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS
(Dollars in thousands)
(unaudited)

Three Months Ended Six Months Ended
March 31, March 31,
---------------------- -------------------------
2007 2008 2007 2008
-------- -------- --------- ---------

Operating revenues, net....................... $ 51,205 $ 51,139 $ 116,589 $ 115,076
-------- -------- --------- ---------

Television operating expenses, excluding
depreciation and amortization............ 34,537 37,277 69,074 75,064
Depreciation and amortization................. 1,974 2,167 3,953 4,290
Corporate expenses............................ 1,413 1,552 2,831 3,092
-------- -------- --------- ---------
37,924 40,996 75,858 82,446
-------- -------- --------- ---------

Operating income.............................. 13,281 10,143 40,731 32,630
-------- -------- --------- ---------

Nonoperating income (expense)
Interest income
Related party........................ 150 95 300 190
Other................................ 61 32 142 59
Interest expense......................... (9,226) (9,464) (18,237) (19,009)
Other, net............................... 26 (221) (102) (513)
-------- -------- --------- ---------
(8,989) (9,558) (17,897) (19,273)
-------- -------- --------- ---------

Income before income taxes.................... 4,292 585 22,834 13,357

Provision for income taxes.................... 1,663 404 8,796 5,364
-------- -------- --------- ---------

Net income.................................... 2,629 181 14,038 7,993

Retained earnings, beginning of
period (Note 5).......................... 16,449 34,171 5,040 26,359
-------- -------- --------- ---------

Retained earnings, end of period.............. $ 19,078 $ 34,352 $ 19,078 $ 34,352
======== ======== ========= =========

See accompanying notes to interim consolidated financial statements.

ALLBRITTON COMMUNICATIONS COMPANY
(an indirectly wholly-owned subsidiary of Perpetual Corporation)

CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)

March 31,
September 30, 2008
2007 (unaudited)
------------ -----------

Assets
Current assets
Cash and cash equivalents.......................... $ 2,402 $ 2,471
Accounts receivable, net........................... 44,048 42,069
Program rights..................................... 10,610 5,372
Deferred income taxes.............................. 1,441 1,441
Other.............................................. 2,140 3,201
--------- ---------
Total current assets.......................... 60,641 54,554

Property, plant and equipment, net....................... 43,863 41,855
Intangible assets, net................................... 42,327 42,290
Cash surrender value of life insurance................... 12,611 12,819
Program rights........................................... 1,262 900
Deferred income taxes.................................... 2,643 2,901
Deferred financing costs and other....................... 5,702 5,178
--------- ---------

$ 169,049 $ 160,497
========= =========

Liabilities and Stockholder's Investment
Current liabilities
Accounts payable................................... $ 3,328 $ 3,116
Accrued interest payable........................... 10,595 10,526
Program rights payable............................. 12,476 6,786
Accrued employee benefit expenses.................. 6,322 5,586
Other accrued expenses............................. 4,822 7,460
--------- ---------
Total current liabilities..................... 37,543 33,474

Long-term debt........................................... 484,100 486,251
Program rights payable................................... 1,628 1,318
Accrued employee benefit expenses........................ 1,565 1,593
Deferred rent and other.................................. 10,740 15,631
--------- ---------
Total liabilities............................. 535,576 538,267
--------- ---------

Stockholder's investment
Preferred stock, $1 par value, 1,000 shares
authorized, none issued......................... -- --
Common stock, $.05 par value, 20,000 shares
authorized, issued and outstanding.............. 1 1
Capital in excess of par value..................... 49,631 49,631
Retained earnings.................................. 27,654 34,352
Distributions to owners, net (Note 3).............. (443,813) (461,754)
--------- ---------
Total stockholder's investment.................. (366,527) (377,770)
--------- ---------

$ 169,049 $ 160,497
========= =========

See accompanying notes to interim consolidated financial statements.

ALLBRITTON COMMUNICATIONS COMPANY
(an indirectly wholly-owned subsidiary of Perpetual Corporation)

CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
(unaudited)

Six Months Ended
March 31,
-------------------------
2007 2008
-------- --------

Cash flows from operating activities:
Net income.................................................. $ 14,038 $ 7,993
-------- --------
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization............................ 3,953 4,290
Other noncash charges.................................... 660 672
Provision for doubtful accounts.......................... 474 480
Gain on disposal of assets............................... (456) (47)
Changes in assets and liabilities:
(Increase) decrease in assets:
Accounts receivable................................ (2,343) 1,499
Program rights..................................... 5,585 5,600
Other current assets............................... (991) (1,061)
Deferred income taxes.............................. 1,900 1,466
Other noncurrent assets............................ (127) (205)
Increase (decrease) in liabilities:
Accounts payable................................... 483 (212)
Accrued interest payable........................... 83 (69)
Program rights payable............................. (5,557) (6,000)
Accrued employee benefit expenses.................. (229) (708)
Other accrued expenses............................. (375) 2,920
Deferred rent and other liabilities................ 47 1,872
-------- --------
3,107 10,497
-------- --------
Net cash provided by operating activities.......... 17,145 18,490
-------- --------

Cash flows from investing activities:
Capital expenditures........................................ (2,810) (2,865)
Progress payments received from property insurance claims... -- 382
Proceeds from disposal of assets............................ 159 3
-------- --------
Net cash used in investing activities.............. (2,651) (2,480)
-------- --------

Cash flows from financing activities:
Principal payments on capital lease obligations............. (30) --
Draws under line of credit, net............................. 27,000 2,000
Distributions to owners, net of certain charges............. (53,430) (26,241)
Repayments of distributions to owners....................... 8,200 8,300
-------- --------
Net cash used in financing activities.............. (18,260) (15,941)
-------- --------

Net (decrease) increase in cash and cash equivalents.............. (3,766) 69
Cash and cash equivalents, beginning of period.................... 7,600 2,402
-------- --------
Cash and cash equivalents, end of period.......................... $ 3,834 $ 2,471
======== ========

See accompanying notes to interim consolidated financial statements.

ALLBRITTON COMMUNICATIONS COMPANY
(an indirectly wholly-owned subsidiary of Perpetual Corporation)

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, 2008 are not necessarily
indicative of the results that can be expected for the entire fiscal year ending
September 30, 2008. 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, 2007, which are contained in the
Company's Form 10-K.

NOTE 2 - The carrying value of the Company's indefinite lived intangible assets,
consisting of its broadcast licenses, at September 30, 2007 and March 31, 2008
was $42,290.

The carrying value of the Company's other intangible assets, consisting of
favorable terms on contracts and leases, was as follows:

September 30, March 31,
2007 2008
------------- -------------

Gross carrying amount.................... $ 6,174 $ 6,174
Less accumulated amortization............ (6,137) (6,174)
------- -------

Net carrying amount...................... $ 37 $ --
======= =======

Amortization expense was $81 and $37 for the six-month periods ended March 31,
2007 and 2008, respectively.

NOTE 3 - For the six months ended March 31, 2007 and 2008, distributions to
owners and related activity consisted of the following:

Federal and
Distributions Virginia state Net
to Owners Income Tax Distributions
and Dividends Receivable to Owners
------------- -------------- -------------

Balance as of September 30, 2006.............. $ 382,442 $ -- $ 382,442

Cash advances to Perpetual.................... 51,415 51,415
Repayment of cash advances to Perpetual....... (8,200) (8,200)
Charge for federal and state income taxes..... (6,185) (6,185)
Payment of income taxes....................... 8,200 8,200
--------- ------- ---------

Balance as of March 31, 2007.................. $ 425,657 $ 2,015 $ 427,672
========= ======= =========

Balance as of September 30, 2007.............. $ 443,813 $ -- $ 443,813

Cash advances to Perpetual.................... 24,225 24,225
Repayment of cash advances to Perpetual....... (8,300) (8,300)
Charge for federal and state income taxes..... (3,174) (3,174)
Payment of income taxes....................... 5,190 5,190
--------- ------- ---------

Balance as of March 31, 2008.................. $ 459,738 $ 2,016 $ 461,754
========= ======= =========

The average amount of non-interest bearing advances outstanding was $391,013 and
$446,844 during the six months ended March 31, 2007 and 2008, respectively.

NOTE 4 - The FCC has 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 must replace all of the
broadcasters' electronic newsgathering equipment currently 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 will be
completed on a market by market basis. As the equipment is exchanged and placed
into service in each of the Company's markets, a gain will be recorded to the
extent that the fair market value of the equipment received exceeds the book
value of the analog equipment exchanged.

During the quarters ended March 31, 2007 and 2008, the fair market value of the
equipment received and placed into service was $305 and $77, respectively. These
amounts have been recorded as additions to property, plant and equipment, but
they are 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 $305 and $77 for the quarters ended March 31, 2007 and
2008, respectively, was recorded as a non-cash gain in other, net nonoperating
income in the accompanying consolidated financial statements.

NOTE 5 - In June 2006, the Financial Accounting Standards Board ("FASB") issued
FASB Interpretation No. 48 ("FIN 48"), "Accounting for Uncertainty in Income
Taxes." FIN 48 clarifies the accounting for uncertainty in income taxes by
prescribing a recognition threshold and measurement attribute for the financial
statement recognition and measurement of tax positions taken or expected to be
taken in a tax return.

The provisions of FIN 48 were adopted on October 1, 2007. The cumulative effect
of implementing FIN 48 resulted in a net decrease of $1,295 to the opening
balance of retained earnings. As of October 1, 2007, the Company had
unrecognized tax benefits of $7,074. If all such benefits were recognized,
$4,598 would have a favorable impact on the effective tax rate. While it is
expected that the amount of unrecognized tax benefits will change in the next
twelve months, the Company does not expect this change to have a significant
impact on its results of operations or financial position.

The Company classifies interest and penalties related to its uncertain tax
positions as a component of income tax expense. Accrued interest and penalties
were $1,277 at October 1, 2007.

The Company is no longer subject to Federal or state income tax examinations for
years prior to the Company's fiscal year ended September 30, 2004, although
certain of the Company's net operating loss carryforwards generated prior to
September 30, 2004 remain subject to examination.

NOTE 6 - In September 2006, the FASB issued Statement of Financial Accounting
Standards ("SFAS") No. 157, "Fair Value Measurements." SFAS No. 157 defines fair
value, establishes a framework for measuring fair value, and expands disclosures
about fair value measurements. SFAS No. 157 does not expand or require any new
fair value measures but is applicable whenever another accounting pronouncement
requires or permits assets and liabilities to be measured at fair value. SFAS
No. 157 is effective for the Company's fiscal year ending September 30, 2009.
The Company is currently evaluating the impact, if any, that SFAS No. 157 may
have on its financial position or results of operations.

In February 2007, the FASB issued SFAS No. 159, "The Fair Value Option for
Financial Assets and Liabilities." SFAS No. 159 permits entities to choose to
measure many financial instruments and certain other items at fair value. SFAS
No. 159 is effective for the Company's fiscal year ending September 30, 2009.
The Company is currently evaluating the impact, if any, that SFAS No. 159 may
have on its financial position or results of operations.

NOTE 7 - On January 11, 2008, the Company's broadcast tower in Little Rock,
Arkansas collapsed and fell, causing an interruption in the distribution of the
over-the-air broadcast signals for the Company's station in the Little Rock
market. The tower, the broadcast equipment installed on the tower and certain
equipment located near the tower were destroyed. The distribution of the
station's primary signal via cable and satellite services was restored beginning
within hours of the collapse. A limited over-the-air signal was restored ten
days later, on January 21, 2008. Transmitter power was increased as of March 16,
2008, which served to enhance the reach and quality of the interim over-the-air
signal. The Company maintains replacement cost property insurance as well as
business interruption insurance on the tower and equipment affected by the
collapse, and expects to be reimbursed for substantially all property and income
losses. The Company is currently in the process of planning for the permanent
replacement of its tower and related equipment. When the insurance claim is
ultimately finalized, it is anticipated that the proceeds received to replace
the tower and related equipment will substantially exceed the carrying value of
the destroyed assets. As progress payments are received from the insurance
company, they will be reflected within investing activities in the accompanying
Consolidated Statement of Cash Flows to the extent of claim-related capital
expenditures during that period. Additional proceeds will be reflected within
operating activities.

Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
(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 seven 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; WSET-TV in Lynchburg, Virginia; and
WCIV in Charleston, South Carolina. 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. Additionally, in January 2007 we launched Politico, a
specialized newspaper and Internet site (politico.com) that serves Congress,
congressional staffers and those interested in the actions of our national
legislature and political electoral process. The operations of NewsChannel 8 and
Politico are integrated with WJLA.

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, 2007 and 2008 and the percentage change between the
periods:

Three Months Ended Six Months Ended
March 31, March 31,
------------------ Percent ------------------- Percent
2007 2008 Change 2007 2008 Change
------- ------- ------- -------- -------- -------

Operating revenues, net ............ $51,205 $51,139 -0.1% $116,589 $115,076 -1.3%
Total operating expenses............ 37,924 40,996 8.1% 75,858 82,446 8.7%
------- ------- -------- --------
Operating income.................... 13,281 10,143 -23.6% 40,731 32,630 -19.9%
Nonoperating expenses, net.......... 8,989 9,558 6.3% 17,897 19,273 7.7%
Income tax provision................ 1,663 404 -75.7% 8,796 5,364 -39.0%
------- ------- -------- --------
Net income.......................... $ 2,629 $ 181 -93.1% $ 14,038 $ 7,993 -43.1%
======= ======= ======== ========

Net Operating Revenues
The following table depicts the principal types of operating revenues, net of
agency commissions, earned by us for each of the three and six months ended
March 31, 2007 and 2008, and the percentage contribution of each to our total
broadcast revenues, before fees:

Three Months Ended March 31, Six Months Ended March 31,
-------------------------------------- -------------------------------------
2007 2008 2007 2008
----------------- ----------------- ---------------- ----------------
Dollars Percent Dollars Percent Dollars Percent Dollars Percent
------- ------- ------- ------- ------- ------- ------- -------

Local and national<F1>........ $45,662 87.2 $43,297 83.1 $ 95,783 80.4 $ 98,400 83.9
Political<F2>................. 2 0.0 708 1.4 9,441 7.9 2,110 1.8
Subscriber fees<F3>........... 2,591 5.0 2,960 5.7 5,041 4.2 5,748 4.9
Network compensation<F4>...... 902 1.7 906 1.7 2,019 1.7 1,744 1.5
Trade and barter<F5>.......... 1,501 2.9 1,560 3.0 3,030 2.6 3,192 2.7
Other revenue................. 1,684 3.2 2,654 5.1 3,787 3.2 6,106 5.2
------- ----- ------- ----- -------- ----- -------- -----
Operating revenues............ 52,342 100.0 52,085 100.0 119,101 100.0 117,300 100.0
===== ===== ===== =====
Fees<F6>...................... (1,137) (946) (2,512) (2,224)
------- ------- -------- --------

Operating revenues, net ...... $51,205 $51,139 $116,589 $115,076
======= ======= ======== ========
<FN>

- ----------
<F1> Represents sale of advertising to local and national advertisers, either
directly or through agencies representing such advertisers, net of agency
commission.
<F2> Represents sale of advertising to political advertisers.
<F3> Represents subscriber fees earned from cable and telco operators as well as
direct broadcast satellite providers.
<F4> Represents payment by network for broadcasting or promoting network
programming.
<F5> Represents value of commercial time exchanged for goods and services
(trade) or syndicated programs (barter).
<F6> Represents fees paid to national sales representatives and fees paid for
music licenses.
</FN>

Net operating revenues for the three months ended March 31, 2008 totaled
$51,139, a decrease of $66, or 0.1%, when compared to net operating revenues of
$51,205 for the three months ended March 31, 2007. Net operating revenues
decreased $1,513, or 1.3%, to $115,076 for the six months ended March 31, 2008
as compared to $116,589 for the same period in the prior year.

Local and national advertising revenues decreased $2,365, or 5.2%, and increased
$2,617, or 2.7%, during the three and six months ended March 31, 2008,
respectively, versus the comparable periods in Fiscal 2007. The decrease in
local and national advertising revenue during the three months ended March 31,
2008 was due to a general decrease in demand for local and national advertising
primarily in our Washington, D.C., Tulsa, and Lynchburg markets, partially
offset by increased demand for local and national advertising in our Harrisburg
market and at Politico, which launched on January 23, 2007.

The 2.7% increase in local and national advertising revenue during the six
months ended March 31, 2008 resulted from the 9.9% increase in the first fiscal
quarter, primarily reflecting the prior year displacement of local and national
advertisers during the peak political advertising period leading up to the
November 7, 2006 elections, partially offset by the general decrease in demand
during the second fiscal quarter as discussed above. Additionally, local and
national advertising revenue generated by Politico, which launched in January
2007, contributed to the overall increase in local and national advertising
revenues during the six months ended March 31, 2008.

Political advertising revenues increased by $706 to $708 for the three months
ended March 31, 2008 as compared to the three months ended March 31, 2007
principally due to Presidential primary elections in several of our markets with
no comparable activity during the same period of the prior year. Political
advertising revenues decreased $7,331, or 77.7%, during the six months ended
March 31, 2008 as compared to the same period in Fiscal 2007. Political
advertising revenue decreased in all but one of our markets due to various
high-profile state-wide political elections in November 2006, which generated
substantial revenue in the first quarter of Fiscal 2007.

Other revenue increased $970, or 57.6%, and $2,319, or 61.2%, to $2,654 and
$6,106 for the three and six months ended March 31, 2008, respectively, compared
to the prior year. These increases were primarily due to increased
internet-based advertising revenue across our station group as well as
internet-based advertising revenue generated by politico.com, which launched in
January 2007.

No individual advertiser accounted for more than 5% of our broadcast revenues
during the three or six months ended March 31, 2007 or 2008.

Total Operating Expenses
Total operating expenses for the three months ended March 31, 2008 totaled
$40,996, an increase of $3,072, or 8.1%, compared to total operating expenses of
$37,924 for the three-month period ended March 31, 2007. This net increase
consisted of an increase in television operating expenses, excluding
depreciation and amortization, of $2,740, an increase in depreciation and
amortization of $193 and an increase in corporate expenses of $139.

Total operating expenses for the six months ended March 31, 2008 totaled
$82,446, an increase of $6,588, or 8.7%, compared to total operating expenses of
$75,858 for the six-month period ended March 31, 2007. This net increase
consisted of an increase in television operating expenses, excluding
depreciation and amortization, of $5,990, an increase in depreciation and
amortization of $337 and an increase in corporate expenses of $261.

Television operating expenses, excluding depreciation and amortization,
increased $2,740 and $5,990, or 7.9% and 8.7%, for the three and six months
ended March 31, 2008, respectively, versus the comparable periods in Fiscal
2007. These increases were primarily due to an overall increase in our employee
compensation and benefits as well as operating expenses associated with
producing and distributing Politico, which launched in January 2007. Employee
compensation and benefits increased 7.1% and 8.5% for the three and six months
ended March 31, 2008, respectively, as compared to the same periods in the prior
year principally due to the hiring of additional personnel leading up to and
associated with the January 2007 launch of Politico.

Operating Income
For the three months ended March 31, 2008, operating income of $10,143 decreased
$3,138, or 23.6%, when compared to operating income of $13,281 for the three
months ended March 31, 2007. For the three months ended March 31, 2008, the
operating margin decreased to 19.8% from 25.9% for the comparable period in
Fiscal 2007. The decreases in operating income and margin during the three
months ended March 31, 2008 were primarily the result of increased total
operating expenses as discussed above.

Operating income of $32,630 for the six months ended March 31, 2008 decreased
$8,101, or 19.9%, when compared to operating income of $40,731 for the same
period in the prior fiscal year. For the six months ended March 31, 2008, the
operating margin decreased to 28.4% from 34.9% for the comparable period in the
prior fiscal year. The decreases in operating income and margin were primarily
the result of increased total operating expenses as discussed above.

Nonoperating Expenses, Net
Interest Expense. Interest expense of $9,464 for the three months ended March
31, 2008 increased $238, or 2.6%, as compared to $9,226 for the three-month
period ended March 31, 2007. The average balance of debt outstanding for the
three months ended March 31, 2007 and 2008 was $471,474 and $493,703,
respectively, and the weighted average interest rate on debt was 7.7% and 7.6%
for the three month periods ended March 31, 2007 and 2008, respectively.

Interest expense of $19,009 for the six months ended March 31, 2008 increased
$772, or 4.2%, as compared to $18,237 for the comparable period of Fiscal 2007.
The average balance of debt outstanding for the six months ended March 31, 2007
and 2008 was $464,664 and $492,514, respectively, and the weighted average
interest rate on debt was 7.7% and 7.6% for the six month periods ended March
31, 2007 and 2008, respectively.

Other, Net. Other, net nonoperating expense was $221 for the three months ended
March 31, 2008, as compared to other, net nonoperating income of $26 for the
same period in the prior year. The difference of $247 primarily resulted from
the recording of a non-cash gain on the exchange of equipment with Sprint Nextel
Corporation ("Nextel") of $305 in the second quarter of Fiscal 2007 as compared
to $77 in the second quarter of Fiscal 2008.

The FCC has 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 must replace all of the broadcasters' electronic newsgathering
equipment currently 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 will be completed on a market by market
basis. As the equipment is exchanged and placed into service in each of our
markets, a gain will be recorded to the extent that the fair market value of the
equipment received exceeds the book value of the analog equipment exchanged.
During the quarters ended March 31, 2007 and 2008, the excess of fair market
value as compared to the book value of equipment exchanged and placed into
service of $305 and $77, respectively, was recorded as a non-cash gain in other,
net nonoperating income.

Income Taxes
In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB
Interpretation No. 48 ("FIN 48"), "Accounting for Uncertainty in Income Taxes."
FIN 48 clarifies the accounting for uncertainty in income taxes by prescribing a
recognition threshold and measurement attribute for the financial statement
recognition and measurement of tax positions taken or expected to be taken in a
tax return.

of unrecognized tax benefits will change in the next twelve months, we do not
expect this change to have a significant impact on our results of operations or
financial position.

We classify interest and penalties related to our uncertain tax positions as a
component of income tax expense. Accrued interest and penalties were $1,277 at
October 1, 2007.

We are no longer subject to Federal or state income tax examinations for years
prior to our fiscal year ended September 30, 2004, although certain of our net
operating loss carryforwards generated prior to September 30, 2004 remain
subject to examination.

The provision for income taxes for the three months ended March 31, 2008 totaled
$404 as compared to the provision for income taxes of $1,663 for the three
months ended March 31, 2007. The decrease in the provision for income taxes of
$1,259, or 75.7%, during the three months ended March 31, 2008 was primarily due
to the $3,707, or 86.4%, decrease in pre-tax income.

The provision for income taxes for the six months ended March 31, 2008 totaled
$5,364, a decrease of $3,432, or 39.0%, when compared to the provision for
income taxes of $8,796 for the six months ended March 31, 2007. The decrease in
the provision for income taxes during the six months ended March 31, 2008 was
due to the $9,477, or 41.5%, decrease in pre-tax income.

Net Income
For the three months ended March 31, 2008, the Company recorded net income of
$181 as compared to net income of $2,629 for the three months ended March 31,
2007. The decrease of $2,448 during the three months ended March 31, 2008 was
primarily due to decreased operating income as discussed above.

For the six months ended March 31, 2008, the Company recorded net income of
$7,993 as compared to $14,038 for the six months ended March 31, 2007. This
decrease in net income during the six months ended March 31, 2008 was primarily
due to decreased operating income as discussed above.

Balance Sheet
Program rights and program rights payable decreased from September 30, 2007 to
March 31, 2008. 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, 2008, our cash and cash equivalents aggregated $2,471, and we
had an excess of current assets over current liabilities of $21,080.

Cash Provided by Operations. Our principal sources of working capital are 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.

As reported in the consolidated statements of cash flows, our net cash provided
by operating activities was $17,145 and $18,490 for the six months ended March
31, 2007 and 2008, respectively. The $1,345 increase in cash flows from
operating activities was primarily the result of decreased net income during the
six months ended March 31, 2008 as compared to the same period in the prior
fiscal year, more than offset by various differences in the timing of cash
receipts and payments in the ordinary course of operations.

Transactions with Owners. We have periodically made advances in the form of
distributions to Perpetual. During the six months ended March 31, 2007 and 2008,
we made cash advances, net of repayments, to Perpetual of $43,215 and $15,925,
respectively. The advances to Perpetual are non-interest bearing and, as such,
do not reflect market rates of interest-bearing loans to unaffiliated third
parties.

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.

During the six months ended March 31, 2007 and 2008, we made interest-bearing
advances of tax payments to Perpetual in accordance with the terms of the tax
sharing agreement between Perpetual and us of $8,200 and $5,190, respectively.
We were charged by Perpetual for federal and state income taxes totaling $6,185
and $3,174 during the six months ended March 31, 2007 and 2008, respectively.

Stockholder's deficit amounted to $377,770 at March 31, 2008, an increase of
$11,243, or 3.1%, from the September 30, 2007 deficit of $366,527. The increase
was due to a net increase in distributions to owners of $17,941 and the
cumulative effect of adopting FIN 48 of $1,295, partially offset by net income
for the six-month period of $7,993.

Indebtedness. Our total debt increased from $484,100 at September 30, 2007 to
$486,251 at March 31, 2008. This debt, net of applicable discounts, consisted of
$453,251 of 7 3/4% senior subordinated notes due December 15, 2012 and $33,000
of draws under our senior credit facility at March 31, 2008. The increase of
$2,151 in total debt from September 30, 2007 to March 31, 2008 was primarily due
to $2,000 in net draws under the senior credit facility.

Our $70,000 senior credit facility is secured by the pledge of stock of ACC and
its subsidiaries and matures August 23, 2011. Interest is payable quarterly at
various rates from prime or from LIBOR plus 0.75% depending on certain financial
operating tests.

Under the existing borrowing agreements, we are subject to restrictive covenants
that place limitations upon payments of cash dividends, issuance of capital
stock, investment transactions, incurrence of additional obligations and
transactions with affiliates. 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,
2008, we were in compliance with those financial covenants. We are also required
to pay a commitment fee ranging from 0.25% to 0.375% per annum based on the
amount of any unused portion of the 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 since October 1, 2003, we will continue to file such reports in
accordance with the indenture.

Other Uses of Cash. We anticipate that capital expenditures for Fiscal 2008 will
be in the approximate range of $4,000 to $6,000 (exclusive of capital
expenditures associated with the replacement of our broadcast tower and related
equipment in Little Rock, Arkansas as discussed below), and will be primarily
for the acquisition of technical equipment and vehicles to support ongoing
operations across our stations, including commencement of the conversion of
WJLA/NewsChannel 8 to full high-definition local production during the latter
part of the fiscal year. 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, 2008 totaled $2,483, net of the progress payments
received from property insurance claims.

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

On January 11, 2008, our broadcast tower in Little Rock, Arkansas collapsed and
fell, causing an interruption in the distribution of the over-the-air broadcast
signals for our station in the Little Rock market. The tower, the broadcast
equipment installed on the tower and certain equipment located

near the tower were destroyed. The distribution of the station's primary signal
via cable and satellite services was restored beginning within hours of the
collapse. A limited over-the-air signal was restored ten days later, on January
21, 2008. Transmitter power was increased as of March 16, 2008, which served to
enhance the reach and quality of the interim over-the-air signal. We maintain
replacement cost property insurance as well as business interruption insurance
on the tower and equipment affected by the collapse, and expect to be reimbursed
for substantially all property and income losses. We are currently in the
process of planning for the permanent replacement of our tower and related
equipment. When the insurance claim is ultimately finalized, it is anticipated
that the proceeds received to replace the tower and related equipment will
substantially exceed the carrying value of the destroyed assets. As progress
payments are received from the insurance company, they will be reflected within
investing activities in the accompanying Consolidated Statement of Cash Flows to
the extent of claim-related capital expenditures during that period. Additional
proceeds will be reflected within operating activities.

New Accounting Standards
In September 2006, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 157, "Fair Value
Measurements." SFAS No. 157 defines fair value, establishes a framework for
measuring fair value, and expands disclosures about fair value measurements.
SFAS No. 157 does not expand or require any new fair value measures but is
applicable whenever another accounting pronouncement requires or permits assets
and liabilities to be measured at fair value. SFAS No. 157 is effective for our
fiscal year ending September 30, 2009. We are currently evaluating the impact,
if any, that SFAS No. 157 may have on our financial position or results of
operations.

In February 2007, the FASB issued SFAS No. 159, "The Fair Value Option for
Financial Assets and Liabilities." SFAS No. 159 permits entities to choose to
measure many financial instruments and certain other items at fair value. SFAS
No. 159 is effective for our fiscal year ending September 30, 2009. We are
currently evaluating the impact, if any, that SFAS No. 159 may have on our
financial position or results of operations.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

At March 31, 2008, we had other financial instruments consisting primarily of
long-term fixed interest rate debt. Such debt, with future principal payments of
$455,000, matures December 15, 2012. At March 31, 2008, the carrying value of
such debt was $453,251, the fair value was approximately $446,000 and the
interest rate was 7 3/4%. 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 debt by using quoted
market prices, as available, or by discounting the required future cash flows
under our debt using borrowing rates currently available to us. We actively
monitor the capital markets in analyzing our capital raising decisions.

Item 4. Controls and Procedures

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, 2008.
Based on this evaluation, the Company's Chief Executive Officer and Chief
Financial Officer have concluded that the disclosure controls and procedures are
effective in providing reasonable assurances that material information required
to be in this Form 10-Q is made known to them by others on a timely basis.

There were no changes in the Company's internal control over financial reporting
during the quarter ended March 31, 2008 that have materially affected, or are
reasonably likely to materially affect, the Company's internal control over
financial reporting.

PART II OTHER INFORMATION

Item 1. Legal Proceedings

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.

Item 6. Exhibits

a. Exhibits

See Exhibit Index on pages 18-20.

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.

ALLBRITTON COMMUNICATIONS COMPANY

(Registrant)

May 12, 2008 /s/ Robert L. Allbritton
- ------------------------ --------------------------------------
Date Name: Robert L. Allbritton
Title: Chairman and Chief
Executive Officer

May 12, 2008 /s/ Stephen P. Gibson
- ------------------------ --------------------------------------
Date Name: Stephen P. Gibson
Title: Senior Vice President
and Chief Financial Officer

EXHIBIT INDEX

Exhibit No. Description of Exhibit Page No.
- ----------- ---------------------- --------

1.1 Purchase Agreement dated December 6, 2002 by and among *
ACC, Deutsche Bank Securities Inc. and Fleet Securities,
Inc. (Incorporated by reference to Exhibit 1 of the
Company's Form 10-K, No. 333-02302, dated December 17,
2002)

1.2 Purchase Agreement dated January 28, 2003 by and among *
ACC, Deutsche Bank Securities Inc. and Fleet Securities,
Inc. (Incorporated by reference to Exhibit 1.2 of the
Company's Quarterly Report on Form 10-Q, No. 333-02302,
dated February 3, 2003)

3.1 Certificate of Incorporation of ACC. (Incorporated by *
reference to Exhibit 3.1 of Company's Registration
Statement on Form S-4, No. 333-02302, dated March 12,
1996)

3.2 Bylaws of ACC. (Incorporated by reference to Exhibit 3.2 *
of Registrant's Registration Statement on Form S-4, No.
333-02302, dated March 12, 1996)

4.1 Indenture dated as of December 20, 2002 between ACC and *
State Street Bank and Trust Company, as Trustee, relating
to the 7 3/4% Senior Subordinated Notes due 2012.
(Incorporated by reference to Exhibit 4.1 of the
Company's Report on Form 8-K, No. 333-02302, dated
December 23, 2002)

4.2 Supplemental Indenture dated as of February 6, 2003 *
between ACC and U.S. Bank National Association
(successor-in-interest to State Street Bank and Trust
Company), as Trustee, to the Indenture dated as of
December 20, 2002 between ACC and State Street Bank and
Trust Company, as Trustee, relating to the 7 3/4% Senior
Subordinated Notes due 2012. (Incorporated by reference
to Exhibit 4.1 of the Company's Report on Form 8-K, No.
333-02302, dated February 6, 2003)

4.3 Form of 7 3/4% Series B Senior Subordinated Notes due *
2012. (Incorporated by reference to Exhibit 4.7 of the
Company's Quarterly Report on Form 10-Q, No. 333-02302,
dated February 3, 2003)

4.4 Credit Agreement dated as of August 23, 2005 by and among *
ACC, certain financial institutions, and Bank of America,
N.A., as the Administrative Agent, and Deutsche Bank
Securities Inc., as the Syndication Agent. (Incorporated
by reference to Exhibit 4.1 of the Company's Report on
Form 8-K, No. 333-02302, dated August 23, 2005)

Exhibit No. Description of Exhibit Page No.
- ----------- ---------------------- --------

10.1 Registration Rights Agreement by and among ACC, Deutsche *
Bank Securities Inc. and Fleet Securities Inc. dated
December 20, 2002. (Incorporated by reference to Exhibit
10.1 of the Company's Quarterly Report on Form 10-Q, No.
333-02302, dated February 3, 2003)

10.2 Registration Rights Agreement by and among ACC, Deutsche *
Bank Securities Inc. and Fleet Securities Inc. dated
February 6, 2003. (Incorporated by reference to Exhibit
10.2 of the Company's Registration Statement on Form S-4,
No. 333-02302, dated April 11, 2003)

10.3 Primary Television Affiliation Agreement (WSET, *
Incorporated) (with a schedule attached for other
stations' substantially identical affiliation
agreements). (Incorporated by reference to Exhibit 10.3
of the Company's Quarterly Report on Form 10-Q, No.
333-02302, dated May 13, 2004)**

10.4 Tax Sharing Agreement effective as of September 30, 1991 *
by and among Perpetual Corporation, ACC and ALLNEWSCO,
Inc., amended as of October 29, 1993. (Incorporated by
reference to Exhibit 10.11 of Company's Registration
Statement on Form S-4, No. 333-02302, dated March 12,
1996)

10.5 Second Amendment to Tax Sharing Agreement effective as of *
October 1, 1995 by and among Perpetual Corporation, ACC
and ALLNEWSCO, Inc. (Incorporated by reference to Exhibit
10.9 of the Company's Form 10-K, No. 333-02302, dated
December 22, 1998)

10.6 Pledge Agreement dated as of August 23, 2005 by and among *
ACC, Allbritton Group, Inc., Allfinco, Inc., and Bank of
America, N.A., as Agent. (Incorporated by reference to
Exhibit 10.1 of the Company's Report on Form 8-K, No.
333-02302, dated August 23, 2005)

10.7 Unlimited Guaranty dated as of August 23, 2005 by each of *
the subsidiaries of ACC in favor of Bank of America,
N.A., as Administrative Agent. (Incorporated by reference
to Exhibit 10.2 of the Company's Report on Form 8-K, No.
333-02302, dated August 23, 2005)

10.8 Collateral Assignment of Proceeds and Security Agreement *
dated as of August 23, 2005 by and among certain
subsidiaries of ACC and Bank of America, N.A., as Agent.
(Incorporated by reference to Exhibit 10.3 of the
Company's Report on Form 8-K, No. 333-02302, dated August
23, 2005)

Exhibit No. Description of Exhibit Page No.
- ----------- ---------------------- --------

14. Code of Ethics for Senior Financial Officers. *
(Incorporated by reference to Exhibit 14 of the Company's
Form 10-K, No. 333-02302, dated December 12, 2003)

31.1 Certification of Chairman and Chief Executive Officer
pursuant to Rule 15d-14(a) of the Securities Exchange Act
of 1934, as amended.

31.2 Certification of Senior Vice President and Chief
Financial Officer pursuant to Rule 15d-14(a) of the
Securities Exchange Act of 1934, as amended.

- -----------------
*Previously filed
**Portions have been omitted pursuant to confidential treatment