TEGNA INC — Director's Dealing 2004

Apr 27, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GANNETT CO INC /DE/ (GCI)
CIK: 0000039899
Period of Report: 2004-04-23

Reporting Person: DUBOW CRAIG A (Pres, CEO-Gannett Broadcasting)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-04-23	Common Stock	M	4023	$59.50	Acquired	8059.687	Direct
2004-04-23	Common Stock	F	4023	$89.00	Disposed	4036.687	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-04-23	Employee Stock Option (right to buy)	$59.50	M	6017	Disposed	2007-12-09	Common Stock (6017)	Direct
2004-04-23	Phantom Stock	$	M	1994	Acquired		Common Stock (1994)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3400.972	Indirect

Footnotes

F1: The information in this report is based on a plan statement dated as of March 26, 2004.

F2: The initial option for 15,600 shares vested in four equal annual installments beginning on December 9, 1998.

F3: These shares of phantom stock convert to common stock on a one-for-one basis.

F4: These shares of phantom stock are payable on various dates selected by the reporting person or as provided in the issuer's Deferred Compensation Plan.