UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

FORM 8-K

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):
February 11, 2004

LAMAR ADVERTISING COMPANY

5551 Corporate Boulevard, Baton Rouge, Louisiana 70808
(Address of principal executive offices and zip code)

(225) 926-1000
(Registrants’ telephone number, including area code)

Table of Contents

Item 12. Results of Operations and Financial Condition.

     On February 11, 2004, Lamar Advertising Company announced via press release its results for the fourth quarter and the year ended December 31, 2003. A copy of Lamar’s press release is hereby furnished to the Commission and incorporated by reference herein as Exhibit 99.1.

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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 hereunto duly authorized.

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EXHIBIT INDEX

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Exhibit 99.1

5551 Corporate Boulevard
Baton Rouge, LA 70808

Lamar Advertising Company Announces
Fourth Quarter and Year End 2003 Operating Results

Baton Rouge, LA — Wednesday, February 11, 2004 — Lamar Advertising Company (Nasdaq: LAMR), a leading owner and operator of outdoor advertising and logo sign displays, announces the Company’s operating results for the fourth quarter and the year ended December 31, 2003.

Fourth Quarter Results

Lamar reported net revenues of $206.0 million for the fourth quarter of 2003 versus $194.7 million for the fourth quarter of 2002, a 5.8% increase. Operating income for the fourth quarter of 2003 was $13.5 million as compared to $10.2 million for the same period in 2002. There was a net loss of $5.9 million for the fourth quarter of 2003 compared to a net loss of $13.9 million for the fourth quarter of 2002. The net loss of $5.9 million includes a loss on extinguishment of debt of $4.2 million that is described in detail below.

Adjusted EBITDA, which we refer to herein as EBITDA, (defined as operating income before depreciation and amortization and loss (gain) on disposition of assets — see reconciliation to net loss at the end of this release) for the fourth quarter of 2003 was $88.1 million versus $81.2 million for the fourth quarter of 2002, an 8.5% increase.

Free cash flow (defined as EBITDA less interest, current taxes, preferred stock dividends and total capital expenditures — see reconciliation to cash flows provided by operating activities at the end of this release) for the fourth quarter of 2003 was $51.1 million as compared to $33.5 million for the same period in 2002, a 52.5% increase.

On a pro forma basis, net revenue for the fourth quarter of 2003 increased 2.7% compared to the fourth quarter of 2002. Pro forma EBITDA increased 5.2% compared to the fourth quarter of 2002. Pro forma net revenue and EBITDA include adjustments to 2002 for acquisitions and divestitures for the same time frame as actually owned in 2003. A table that reconciles reported results to pro forma results is included below.

Year End Results

Lamar reported net revenues of $810.1 million for the year ended December 31, 2003 versus $775.7 million for the same period in 2002, a 4.4% increase. Operating income for the year ended December 31, 2003 was $65.1 million as compared to $56.2 million for the same period in 2002. EBITDA increased 3.9% to $346.6 million for the year ended December 31, 2003 versus $333.7 million for the same period in 2002. There was a net loss of $46.9 million for the year ended December 31, 2003 as compared to a net loss of $36.3 million for the same period in 2002. The net loss of $46.9 million includes a loss on extinguishment of debt of $33.6 million and cumulative effect of a change in accounting principle, net of tax of $11.7 million.

Free cash flow for the year ended December 31, 2003 was $180.8 million as compared to $152.7 million for the same period in 2002, an 18.4% increase.

Financing Highlights

In December, the Company redeemed the remaining $100 million of its $200 million 8 5/8% Senior Subordinated Notes due 2007 for a redemption price equal to 102.875% of the principal amount of the notes. The redemption was funded by cash from operations and borrowings under the Company’s bank credit facility. As a result of this redemption, the Company recorded a loss on extinguishment of debt of $4.2 million which consisted of a prepayment penalty of $2.9 million and associated debt issuance costs of approximately $1.3 million.

Guidance Q1 2004

For the first quarter of 2004 the Company expects net revenue to be approximately $197 million. On a pro forma basis this represents an increase of approximately 4% over the same period in 2003. On this level of net revenue, EBITDA on a pro forma basis should be approximately 7% over the same period in 2003.

Forward Looking Statements

This press release contains forward-looking statements, including the statements regarding our guidance for the first quarter of 2004. These statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected in these forward-looking statements. These risks and uncertainties include, among others, (1) our significant indebtedness; (2) the continued popularity of outdoor advertising as an advertising medium; (3) the regulation of the outdoor advertising industry; (4) our need for and ability to obtain additional funding for acquisitions or operations; (5) the integration of companies that we acquire and our ability to recognize cost savings or operating efficiencies as a result of these acquisitions; (6) the extent and length of the tightness in the economy generally and the demand for advertising in particular; and (7) other factors described in the reports on Forms 10-K and 10-Q and the registration statements that we file from time to time with the SEC. We caution investors not to place undue reliance on the forward-looking statements contained in this document. These statements speak only as of the date of this document, and we undertake no obligation to update or revise the statements, except as may be required by law.

Use of Non-GAAP Measures

EBITDA, free cash flow, pro forma results and outdoor operating income are not measures of performance under accounting principles generally accepted in the United States of America (“GAAP”) and should not be considered alternatives to operating income, net loss, cash flows from operating activities, or other GAAP figures as indicators of the Company’s financial performance or liquidity. The Company’s management believes that EBITDA, free cash flow, pro forma results and outdoor operating income are useful in evaluating the Company’s performance and provide investors and financial analysts a better understanding of the Company’s core operating results. The pro forma acquisition adjustments are intended to provide information that may be useful for investors when assessing period to period results. Our presentations of these measures, however, may not be comparable to similarly titled measures used by other companies. Reconciliations of these measures to GAAP are included at the end of this release.

Conference Call and Webcast Information

A conference call will be held to discuss the Company’s operating results Wednesday, February 11, 2004 at 11:00 a.m. eastern time. Instructions for the conference call and Webcast are provided below:

General Information on Lamar

Lamar Advertising Company is a leading outdoor advertising company currently operating 152 outdoor advertising companies in 43 states, logo businesses in 20 states and the province of Ontario, Canada and 38 transit advertising franchises in 14 states.

LAMAR ADVERTISING COMPANY AND
SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)