TEGNA INC — Director's Dealing 2012

May 3, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: GANNETT CO INC /DE/ (GCI)
CIK: 0000039899
Period of Report: 2012-05-01

Reporting Person: ELIAS HOWARD D (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-05-01	Phantom Stock	$	A	3559	Acquired		Common Stock (3559)	Direct
2012-05-01	Director Stock Option (Right to Buy)	$13.91	A	8000	Acquired	2020-05-01	Common Stock (8000)	Direct

Footnotes

F1: Each share of phantom stock is the economic equivalent of one share of Gannett Common Stock.

F2: These shares of phantom stock vest in four equal quarterly installments beginning on August 1, 2012 and are payable in cash or stock, at the election of the reporting person, on various dates selected by the reporting person or as otherwise provided in the Issuer's Deferred Compensation Plan.

F3: The option vests in four equal annual installments beginning on May 1, 2013.