AMENDED AND RESTATED FISHER COMMUNICATIONS, INC. SUPPLEMENTAL PENSION PLAN

EXHIBIT 10.1

AMENDED AND RESTATED
FISHER COMMUNICATIONS, INC.
SUPPLEMENTAL PENSION PLAN

     THIS Plan is amended and restated as of the 31^st day of December, 2005, by FISHER COMMUNICATIONS, INC., a Washington corporation (the “Company”), for the benefit of a select group of management employees (the “Participants”) of the Company.

     NOW, THEREFORE, the Company hereby agrees as follows:

1. Plan Mergers.

     Effective December 31, 2005 (the “Merger Date”), the Fisher Broadcasting Company Supplemental Pension Plan, as amended (the “Broadcasting Plan”), the Fisher Properties, Inc. Supplemental Pension Plan, as amended (the “Properties Plan”), and the Fisher Mills, Inc. Supplemental Pension Plan, as amended (the “Mills Plan,” and together with the Broadcasting Plan and the Properties Plan, the “Affiliate Plans”), are merged with and into this Plan, and the liabilities of the sponsors of the Affiliate Plans for the payment of accrued benefits thereunder shall henceforth become liabilities of the Company and of this Plan. On and after the Merger Date, participants in the Affiliate Plans shall become Participants in this Plan.

2. Retirement Benefits.

     (a) Entitlement/Payment. If a Participant is in the employ of the Company when the Participant attains sixty-five (65) years of age, then the Company shall thereafter pay to the Participant monthly retirement income as determined pursuant to paragraph (b) immediately below, commencing with a payment on the first day of the month coincident with or next following the Participant’s attainment of sixty-five (65) years of age (hereinafter referred to as the “Retirement Date”) and continuing with a like payment on the first day of each month thereafter throughout the Participant’s lifetime. If, while receiving said monthly retirement income, the Participant dies prior to the expiration of a period of one hundred twenty (120) months from and after his Retirement Date, then the Company shall thereafter pay said amount to the beneficiary designated in Paragraph 7 below, continuing until the expiration of said one hundred twenty (120) month period; provided, however, that if (i) the primary beneficiary designated in Paragraph 7 below is the Participant’s surviving spouse; (ii) the Participant was married to said spouse on the Participant’s Retirement Date, and (iii) said spouse is living at the end of the aforesaid one hundred twenty (120) month period, said payments shall thereafter continue until the death of said surviving spouse.

     (b) Amount. A Participant’s monthly retirement income under this subparagraph (b) shall be equal to the Applicable Percentage of the Participant’s Average Compensation less the following amounts:

     (i) One-half of the Participant’s monthly Primary Social Security amount determined as if the Participant commenced receiving Social Security Benefits as of the Participant’s Retirement Date. Notwithstanding any Plan term to the contrary, for a Participant who is an active employee on June 30, 2005, one-half of the monthly Primary Social Security amount shall be determined as of June 30, 2005, based on a reasonable projection of the Primary Social Security amount payable at the Retirement Date, and shall not change thereafter;

     (ii) The monthly amount payable to the Participant as the normal form of benefit pursuant to any qualified pension plan maintained by the Company. Such amount shall be determined as of the Participant’s Retirement Date, as if the Participant remained in the employ of the Company until that date; provided that in the case of a terminated plan, such amount shall be finally determined with regard to, and as of the date of, the final distribution to the Participant from the terminated plan. The amount of the reduction under this subparagraph (b)(ii) shall not include any benefit attributable to Participant contributions (including rollover contributions and direct transfers) and earnings thereon. Notwithstanding any Plan term to the contrary, for a Participant who is an active employee on June 30, 2005, the monthly amount payable to the Participant as the normal form of benefit pursuant to any qualified pension plan maintained by the Company, shall be determined as of June 30, 2005, based on a reasonable projection of the amount payable at the Participant’s Retirement Date, and shall not change thereafter; and

     (iii) The monthly amount payable to the Participant in the form of a single life annuity pursuant to any qualified profit sharing (including 401(k)) plan maintained by the Company. Such amount shall be determined as of the Participant’s Retirement Date, as if the Participant remained in the employ of the Company until that date. Further, the monthly amount payable as a single life annuity shall be determined by converting the Participant’s account balance to a single life annuity as of the Participant’s Retirement Date using the interest rate and mortality assumptions set forth in Paragraph 8(e) hereof. The amount of the reduction under this subparagraph (b)(iii) shall not consider any portion of the Participant’s account balance attributable to Participant contributions (including rollover contributions and direct transfers) and earnings thereon. In determining the amount of the reduction attributable to employer contributions and earnings thereon, the following assumptions shall be used:

Notwithstanding any Plan term to the contrary, for a Participant who is an active employee on June 30, 2005, the monthly amount payable to the Participant in the form of a single life annuity pursuant to any qualified profit sharing (including 401(k)) plan maintained by the Company, shall be determined as of June 30, 2005, based on a reasonable projection of the amount payable at the Participant’s Retirement Date, and shall not change thereafter.

     (c) Average Compensation. A Participant’s Average Compensation shall be the average of the Participant’s Plan Compensation for the Averaging Period in the Participant’s Compensation History, which results in the highest Average Compensation. A Participant’s Compensation History is the Participant’s entire period of employment with the employer. The Averaging Period is 3 consecutive compensation periods (or the entire period of employment, if shorter). A compensation period is the 12-month period ending on the last day of the Plan Year. A Participant’s Compensation History does not include the 12-month compensation period in which the Participant terminates employment. Average Compensation shall not include long-term and short-term incentive compensation, bonuses, commissions and taxable and non-taxable fringe benefits. Plan Compensation shall not include any compensation for Plan Years that commence after June 30, 2005.

     (i) Total Compensation. All wages for federal income tax withholding purposes, as defined under Code § 3401(a) (for purposes of income tax withholding at the source), disregarding any rules limiting the remuneration included as wages based on the nature or location of the employment or the services performed. Total Compensation also includes all other payments to an employee in the course of the employer’s trade or

business, for which the employer must furnish the employee a written statement under Code §§ 604l, 6051 and 6052. As long as the instructions to the “wages, tips, other compensation” box of Form W-2 (or a corresponding box on a later released Form W-2), are consistent with the instructions for the 1991 Form W-2 (Box 10), the employer may treat the amount reported in the “wages, tips, other compensation” as satisfying this definition. Total Compensation does not include elective contributions.

     (ii) Plan Compensation. Plan Compensation means Total Compensation described in subparagraph (c)(i), but excluding reimbursements or other expense allowances, fringe benefits (cash and noncash), moving expenses, bonuses, long-term and short-term incentive compensation, deferred compensation and welfare benefits, and including elective contributions. Plan Compensation applies to determine a Participant’s benefit formula and accrued benefit hereunder.

     (iii) Elective Contributions. Elective contributions are amounts excludable from the employee’s gross income under Code §§ 125 or 402 (e)(3), and contributed by the employer, at the employee’s election, to a Code § 401(k) arrangement or cafeteria plan.

     (iv) Plan Year. Plan year means the fiscal year of the Plan, a twelve (12) consecutive month period ending every June 30.

A Participant’s Plan Compensation for each of the three Plan Years ending prior to July 1, 1996, shall be equal to the Participant’s Plan Compensation for the Plan Year ended June 30, 1996.

     (d) Late Retirement. In the event that Participant continues in the employ of the company beyond the Participant’s Retirement Date such continued employment shall not be taken into account under this Plan inasmuch as the Participant’s monthly retirement income commences as of his Retirement Date.

     (e) Applicable Percentage. For purposes of Paragraph 2(b), the term “Applicable Percentage” shall mean seventy percent (70%), except as provided below:

     (i) Former Properties Plan Participants. For Participants who, immediately prior to the Merger Date, participated in the Properties Plan, the Applicable Percentage shall be sixty percent (60%).

     (ii) Former Mills Plan Participants. For Participants who, immediately prior to the Merger Date, participated in the Mills Plan, the Applicable Percentage shall be fifty percent (50%).

3. Termination Benefit.

     If a Participant’s employment with the Company is terminated, other than voluntarily, prior to attaining age sixty-five (65), for any reason other than death or total and permanent disability, such Participant’s accrued benefit shall be determined as follows:

     For purposes of determining a Participant’s accrued benefit, the term “years of service” shall include all calendar years in which the Participant completes at least 1,000 hours of service and the term “hours of service” shall have the same meaning as it does under the qualified pension plan of the Company. Furthermore, “total possible years of service with the Company after first becoming a Participant in the Plan and prior to attaining age sixty-five (65)” shall be determined by computing the maximum number of years of service that the Participant could possibly complete with the Company between the date the Participant first becomes a Participant in the Plan and the date on which the Participant attains age sixty-five (65). The Participant’s accrued benefit under this Paragraph 3 shall never exceed the Participant’s retirement benefit as contemplated by Paragraph 2 of this Plan. Notwithstanding the foregoing, if the employment of a Participant who is an active employee on June 30, 2005, is subsequently terminated, other than voluntarily, prior to attaining age 65, such Participant’s accrued benefit shall be determined taking into account in the numerator of the service fraction only “actual years of service” with the Company prior to July 1, 2005; however, “total possible years of service” shall not be s