<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
KNIGHT-RIDDER, INC.
(Name of Issuer)
COMMON SHARES
(Title of Class of Securities)
499040 10 3
(CUSIP Number)
Check the following box if a fee is being paid with this statement [X].
(A fee is not required only if the filing person: (1) has a previous
statement on file reporting beneficial ownership of more than five percent of
the class of securities described in Item 1; and (2) has filed no amendment
subsequent thereto reporting beneficial ownership of five percent or less of
such class.) (See Rule 13d-7.)
*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that
section of the Act but shall be subject to all other provisions of the Act
(however, see the Notes).
(Continued on following page(s))
Page 1 of 4 Pages
<PAGE> 2
CUSIP No. 499040 10 3 Page 2 of 4 Pages
13G
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
John S. And James L. Knight Foundation, a Florida
nonprofit corporation
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
NUMBER OF 5 SOLE VOTING POWER
2,630,541
SHARES
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY
EACH 7 SOLE DISPOSITIVE POWER
2,630,541
REPORTING
PERSON 8 SHARED DISPOSITIVE POWER
WITH
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,630,541
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.41%
12 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTION BEFORE FILLING OUT!
<PAGE> 3
Page 3 of 4 Pages
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Item 1(a) Name of Issuer:
Knight-Ridder, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
One Herald Plaza
Miami, Florida 33101
Item 2(a) Name of Person Filing:
John S. And James L. Knight Foundation
Item 2(b) Address of Principal Business Office:
One Biscayne Tower - Suite 3800
2 South Biscayne Boulevard
Miami, Florida 33131
Item 2(c) Citizenship:
United States
Item 2(d) Title of Class of Securities:
Common
Item 2(e) CUSIP Number:
499040 10 3
Item 3 If this statement is filed pursuant to Rules 13(d)
-1(b) or 13(d)-2(b):
N/A
Item 4 Ownership: (a) Amount Beneficially Owned 2,630,541
(b) Percent of Class 5.41%
(c) Number of shares as to which
such person has
i) Sole power to vote or 2,630,541
to direct the vote
ii) Shared power to vote
or to direct the vote
iii) Sole power to dispose 2,630,541
or to direct the
disposition of
iv) Shared power to dispose
or to direct the disposition of
<PAGE> 4
Page 4 of 4 Pages
Item 5 Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of
the date hereof the reporting person has ceased to be the beneficial owner of
more then five percent of the class of securities, check the following ( ).
Item 6 Ownership of More than Five Percent on
Behalf of Another Person:
N/A
Item 7 Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported on By the
Parent Holding Company:
N/A
Item 8 Identification and Classification of the Members of
the Group:
N/A
Item 9 Notice of Dissolution of Group:
N/A
Item 10 Certification:
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were acquired in the ordinary
course of business and were not acquired for the purpose of and do not have the
effect of changing or influencing the control of the issuer of such securities
and were not acquired in connection with or as a participant in any transaction
having such purposes or effect.
Signature
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true,
complete and correct.
Date: February 8, 1996
JOHN S. AND JAMES L. KNIGHT FOUNDATION
By: /s/ Timothy J. Crowe
-------------------------------------------------
Name: Timothy J. Crowe
Title: Vice President and Chief Financial Officer
