SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark one)
X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 [FEE REQUIRED] for the fiscal year ended December 31, 1993, or
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [NO FEE REQUIRED] for the transition period from
_____________ to _____________.
Commission file number 1-6961
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
The Gannett Co., Inc. 401(k) Savings Plan
B. Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office:
Gannett Co., Inc.
1100 Wilson Boulevard
Arlington, Virginia 22234
<PAGE>
THE GANNETT CO., INC.
401(k) SAVINGS PLAN
FINANCIAL STATEMENTS AND SCHEDULES
DECEMBER 31, 1993
<PAGE>
THE GANNETT CO., INC.
401(k) SAVINGS PLAN
INDEX TO FINANCIAL STATEMENTS AND SCHEDULES
DECEMBER 31, 1993
Page
----
Report of Independent Accountants 1
Statement of Net Assets Available for Benefits 2
Statement of Changes in Net Assets Available for Benefits 3
Notes to Financial Statements 4
Schedule of Investments 10
Schedule of Transactions and Series of Transactions
in Excess of 5% of the Current Value of Plan Assets 14
All other schedules are not required or applicable.
<PAGE>
1
REPORT OF INDEPENDENT ACCOUNTANTS
---------------------------------
To the Gannett Retirement Plan Committee and
Participants of The Gannett Co., Inc. 401(k) Savings Plan
In our opinion, the accompanying statement of net assets available for
benefits and the related statement of changes in net assets
available for benefits present fairly, in all material respects, the
financial status of The Gannett Co., Inc. 401(k) Savings Plan at
December 31, 1993 and the changes in its financial status for the year
then ended, in conformity with generally accepted accounting
principles. These financial statements are the responsibility of the
plan administrator; our responsibility is to express an opinion on
these financial statements based on our audit. We conducted our
audit of these statements in accordance with generally accepted
auditing standards which require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the
financial statements, assessing the accounting principles used and
significant estimates made by the plan administrator and evaluating
the overall financial statement presentation. We believe that our
audit provides a reasonable basis for the opinion expressed above.
Our audit was made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The additional information
included in schedules I and II is presented for purposes of additional
analysis and is not a required part of the basic financial statements
but is additional information required by ERISA. Such information has
been subjected to the auditing procedures applied in the audit of the
basic financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements taken
as a whole.
Price Waterhouse
Washington, D.C.
June 9, 1994
<PAGE>
2
<TABLE>
THE GANNETT CO., INC.
401(k) SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
<CAPTION>
December 31,
------------- December 31, 1993 --------------- 1992
Allocated Unallocated Total Total
------------- -------------- --------------- ------------
<S> <C> <C> <C> <C>
Assets
------
Cash $ 14,172 $ 14,172 $ 564,658
------------- -------------- ------------- -------------
Investments, at market value
(cost of $178,216,932 and
$133,606,753 for 1993 and
1992, respectively):
Gannett Co., Inc. common stock 34,053,674 $55,402,600 89,456,274 73,235,447
Other common stocks 35,414,092 35,414,092 21,045,313
Pooled funds 31,180,461 1,742 31,182,203 19,444,136
Insurance contracts 49,424,894 49,424,894 35,809,903
Participant loans 2,826,850 2,826,850 1,471,783
------------- -------------- ------------- -------------
Total investments 152,899,971 55,404,342 208,304,313 151,006,582
------------- -------------- ------------- -------------
Receivables:
Employer contribution 21,281 21,281 19,873
Employee contributions 114,740 114,740 325,758
Interest and dividends 331,385 321,860 653,245 579,408
Securities sold 335,625 335,625 410,932
Other receivables 6,601 6,601
------------- -------------- ------------- -------------
Total receivables 809,632 321,860 1,131,492 1,335,971
------------- -------------- ------------- -------------
Accrued allocation of 10,794 shares
of Gannett Co., Inc. common stock
for November and December 1993,
at market 610,134 (610,134)
------------- -------------- ------------- -------------
Total assets 154,333,909 55,116,068 209,449,977 152,907,211
------------- -------------- ------------- -------------
Liabilities
-----------
Due to broker for securities 416,973 416,973 1,000,912
Note payable 27,226,984 27,226,984 32,576,983
------------- -------------- ------------- -------------
Total liabilities 416,973 27,226,984 27,643,957 33,577,895
------------- -------------- ------------- -------------
Net assets available for benefits $153,916,936 $27,889,084 $181,806,020 $119,329,316
============= ============== ============= =============
See accompanying notes
to financial statements.
</TABLE>
<PAGE>
3
<TABLE>
THE GANNETT CO., INC.
401(k) SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
<CAPTION>
Year Ended
December 31,
------ Year Ended December 31, 1993 ------ 1992
Allocated Unallocated Total Total
------------- ------------ ------------- -------------
<S> <C> <C> <C> <C>
Contributions:
Employer $ 511,570 $ 6,743,661 $ 7,255,231 $ 8,294,770
Employee 28,316,688 28,316,688 25,308,431
Allocation of 78,974 and 79,548
shares, respectively, of
Gannett Co., Inc. common
stock, at market 4,080,669 4,080,669 3,788,299
------------- ------------ ------------- -------------
Total contributions 32,908,927 6,743,661 39,652,588 37,391,500
------------- ------------ ------------- -------------
Investment income (loss):
Interest and dividends 4,818,404 1,304,351 6,122,755 4,202,811
Realized losses (131,202) (131,202) (1,075,898)
Unrealized gains 8,345,329 6,314,975 14,660,304 9,234,218
------------- ------------ ------------- -------------
Net investment income 13,032,531 7,619,326 20,651,857 12,361,131
------------- ------------ ------------- -------------
Transfer from other plans 16,923,031 16,923,031 29,935,000
------------- ------------ ------------- -------------
Total additions 62,864,489 14,362,987 77,227,476 79,687,631
------------- ------------ ------------- -------------
Interest expense 2,163 2,714,657 2,716,820 3,213,406
Allocation of 78,974 and 79,548
shares, respectively, of
Gannett Co., Inc. common
stock, at market 4,080,669 4,080,669 3,788,299
Benefits paid to participants 7,618,226 7,618,226 5,445,585
Administrative expenses 335,057 335,057 155,327
------------- ------------ ------------- -------------
Total deductions 7,955,446 6,795,326 14,750,772 12,602,617
------------- ------------ ------------- -------------
Net increase 54,909,043 7,567,661 62,476,704 67,085,014
Net assets available for benefits:
Beginning of period 99,007,893 20,321,423 119,329,316 52,244,302
------------- ------------ ------------- -------------
End of period $153,916,936 $27,889,084 $181,806,020 $119,329,316
============= ============ ============= =============
See accompanying notes
to financial statements.
</TABLE>
<PAGE>
4
THE GANNETT CO., INC.
401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1993
NOTE 1 - DESCRIPTION OF THE PLAN
General
- - -------
The Gannett 401(k) Savings Plan (the Plan) was formed on June 1, 1990 as a
voluntary defined contribution plan covering eligible employees of Gannett
Co., Inc. (the Company) and its participating subsidiaries. Generally all
employees of the Company hired prior to July 1, 1990 who are scheduled to work
at least 1,000 hours during each year of employment are eligible to
participate. Employees covered under collective bargaining agreements are
eligible to participate in the Plan only if participation has been bargained.
Eligible employees hired on or after July 1, 1990 may participate in the Plan
on the January first following their date of hire. The Plan is qualified under
Section 401(a) and 4975 (e)(7) and exempt from federal income taxes under
Section 501(a) of the Internal Revenue Code.
The Plan purchased Company common stock using the proceeds of a borrowing
from the Company and holds the stock in a trust established under the Plan.
The borrowing is to be repaid over a period of up to thirty years by fully
deductible Company contributions to the trust fund. As the Plan makes each
payment of principal and interest, an appropriate percentage of stock will be
allocated to eligible employees' accounts in accordance with the Plan
agreement.
The borrowing is collateralized by the unallocated shares of stock. The
financial statements of the Plan present separately the assets and
liabilities and changes therein pertaining to:
(a) the accounts of employees with vested rights in allocated stock plus
employee contributions (Allocated) and
(b) stock not yet allocated to employees (Unallocated).
Administration of Plan Assets
- - -----------------------------
The Plan assets are managed under a trust agreement with Boston Safe
Deposit and Trust Company (the Trustee). The Gannett Retirement Plan
Committee serves as the plan administrator.
Plan Benefits
- - -------------
Company common stock is allocated to employees to the extent necessary to
provide the monthly matching contribution. Investment income is allocated to
participants' accounts based upon the relationship among their account
balances on the last day of each month. Forfeitures are applied
<PAGE>
5
against future employer contributions. Participants become fully vested in the
Company match after 3 years of service, including years of service prior to
July 1, 1990.
Upon early termination, disability or death, participants or their
beneficiaries are generally eligible to receive their benefits in a lump sum.
Upon retirement, employees may elect to receive either a lump sum payment or
installment payments. Limited hardship withdrawals are also available.
Participant Loans
- - -----------------
Effective January 1, 1992, participant loans became available. Under the
terms of the Plan, participants may borrow from their accounts up to 50% of
their vested account balance, excluding the Company matching contributions
and their earnings, with a minimum loan of $500 up to a maximum of $50,000. The
loans are secured by the balance in the participants' accounts and bear
interest at prime rate plus 1% and are amortized over a period not to exceed
five years.
Voting Rights
- - -------------
Each participant is entitled to exercise voting rights attributable to the
shares allocated to their account and is notified by the Trustee prior to the
time that such rights are to be exercised. The Trustee is not permitted to
vote any share for which instructions have not been given by a participant.
The Trustee will vote the unallocated shares in the same ratio as
participants vote the allocated shares.
Funding Policy
- - --------------
A participant may contribute on a pre-tax basis any whole percentage amount
of up to 10 percent of compensation for a payroll period. The Company will
generally match 25 percent of the first 4 percent of compensation that a
participant contributes. The maximum annual participant contribution for 1993
was $8,994.
The Company is obligated to make contributions in cash to the Plan which, when
aggregated with the Plan's dividends and interest earnings, equal the amount
necessary to enable the Plan to make its regularly scheduled payments of
principal and interest due on its term loan.
Plan Termination
- - ----------------
Although the Company has not expressed an intent to terminate the Plan
agreement, it may do so at any time. In the event of Plan termination, the
accounts of all participants will become fully vested and the assets will be
distributed in accordance with the Employee Retirement Income Security Act
of 1974.
See the Plan agreement for additional information.
<PAGE>
6
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accompanying financial statements have been prepared in accordance with
generally accepted accounting principles in all material respects.
Valuation of Investments
- - ------------------------
Common stocks are valued based on prices quoted by major exchanges.
Investments in pooled funds are valued according to the market value of
assets held by the pooled fund. Insurance contracts are carried at cost which
approximates market value as determined by the issuer of the contracts.
Revenue Recognition
- - -------------------
Contributions are recorded by the Plan at the time they are accrued by the
employer. Income on plan investments is accrued when earned and gains or
losses on such investments are recorded when realized. Changes in unrealized
appreciation or depreciation of Plan investments during the year are included
in the accompanying statement of changes in net assets available for
benefits.
Administrative Expenses
- - -----------------------
Certain administrative expenses, such as investment management fees and
trustee fees, are paid by the Plan and are recognized on a cash basis.
Management estimates that such cash basis amounts would not be materially
different on an accrual basis. Other administrative expenses of the Plan,
such as recordkeeping fees, are paid by the Company.
NOTE 3 - INVESTMENT FUNDS
Employees have the following investment options:
Fixed Income Fund
- - -----------------
The Fixed Income Fund invests in contracts with one or more major insurance
companies.
Diversified Fund
- - ----------------
The Diversified Fund primarily invests in common stocks, however, based on
market conditions, monies may be invested in bonds and other securities.
Gannett Stock Fund
- - ------------------
The Gannett Stock Fund primarily invests in the Company's common stock.
<PAGE>
7
Active Bond Fund
- - ----------------
The Active Bond Fund invests in fixed income investments including corporate
and government bonds and notes, mortgage-backed bonds, mortgages, private
placement loans, money market instruments, nondollar bonds and financial
futures and options on futures.
Money Market Fund
- - -----------------
The Money Market Fund invests in high-quality, short-term and intermediate-
term fixed income investments.
All employee contributions and certain employer contributions are initially
deposited into an interest-bearing Holding Account and then transferred to
the appropriate investment fund based on the employees' investment elections.
NOTE 4 - LOAN PAYABLE
In 1990, the Plan entered into a $50,000,000 term loan agreement with the
Company. The proceeds of the loan were used to purchase 1,250,000 shares of
the Company's common stock. Unallocated shares are collateral for the loan.
The agreement provides for the loan to be repaid over a period of up to thirty
years. The loan bears interest at nine percent, payable monthly.
NOTE 5 - TRANSFERS FROM OTHER PLANS
Effective October 1, 1992, the Gannett Employee Savings Plan (the Savings
Plan), a supplement to the Gannett Retirement Plan, was merged into the Plan.
Participants with account balances in the Savings Plan had the option to
either receive their account balances in a lump sum payment or transfer their
account balance to the Plan. During 1992, $29,935,000 of the Savings Plan
assets were transferred into the Plan with the remaining $100,268
transferred in 1993.
Effective July 1, 1993, the following profit sharing plans were merged into the
Plan; Citizen Publishing Company Plan, Green Bay Press-Gazette Employee
Profit Sharing Plan, Wausau-Merrill Daily Herald Savings and Profit Sharing
Plan, and the Free Press Profit Sharing Plan. A total of $16,822,763 was
transferred into the Plan as a result of these mergers.
NOTE 6 - NET ASSETS AND CHANGES IN NET ASSETS BY INVESTMENT FUND
The following information presents the net assets and changes in net assets
for the year ended December 31, 1993 by investment fund.
<PAGE>
8
<TABLE>
THE GANNETT CO., INC.
401(k) SAVINGS PLAN
NET ASSETS AVAILABLE FOR BENEFITS BY INVESTMENT FUND
DECEMBER 31, 1993
<CAPTION>
Fixed Money
Holding Income Diversified Gannett Active Market Loan Total
Account Fund Fund Stock Fund Bond Fund Fund Fund Allocated
---------- ----------- ----------- ---------- ---------- ---------- ---------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Assets
------
Cash $ 11,768 $ 1 $ 2,401 $ 1 $ 1 $ 14,172
Investments, at market value
(cost of $139,505,950 and
$91,712,304, respectively):
Gannett Co., Inc. common stock $34,053,674 34,053,674
Other common stocks 35,414,092 35,414,092
Pooled funds 2,201,350 1,241,220 13,300,800 417,029 9,923,317 4,096,745 31,180,461
Insurance contracts 49,424,894 49,424,894
Participant loans $2,826,850 2,826,850
---------- ----------- ----------- ----------- ---------- ---------- ---------- ------------
Total investments 2,201,350 50,666,114 48,714,892 34,470,703 9,923,317 4,096,745 2,826,850 152,899,971
Receivables:
Employer contribution 21,281 21,281
Employee contributions 114,740 114,740
Interest and dividends 9,396 1,577 103,394 191,797 333 10,443 14,445 331,385
Securities sold 335,625 335,625
Other receivable 6,601 6,601
---------- ----------- ----------- ----------- ---------- ---------- ---------- ------------
Total receivables 152,018 1,577 439,019 191,797 333 10,443 14,445 809,632
Accrued allocation of 10,794
shares of Gannett Co., Inc.
common stock for November and
December 1993, at market 610,134 610,134
---------- ----------- ----------- ----------- ---------- ---------- ---------- ------------
Total assets 2,365,136 50,667,692 49,156,312 35,272,634 9,923,651 4,107,189 2,841,295 154,333,909
Liabilities
-----------
Due to broker for
securities purchased 416,973 416,973
--------- ----------- ----------- ----------- ---------- ---------- ---------- ------------
Net assets available $2,365,136 $50,667,692 $49,156,312 $34,855,661 $9,923,651 $4,107,189 $2,841,295 $153,916,936
for benefits ========== =========== =========== =========== ========== ========== ========== ============
</TABLE>
<PAGE>
9
<TABLE>
THE GANNETT CO., INC.
401(k) SAVINGS PLAN
CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY INVESTMENT FUND
FOR THE YEAR ENDED DECEMBER 31, 1993
<CAPTION>
Fixed Money
Holding Income Diversified Gannett Active Market Loan Total
Account Fund Fund Stock Fund Bond Fund Fund Fund Allocated
------------ ------------ ------------ ----------- ---------- ----------- ---------- -------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Contributions:
Employer $ 235,457 $ 276,113 $ 511,570
Employee 28,302,221 14,467 28,316,688
Allocation of 78,974
shares of Gannett
Co., Inc. common
stock, at market 4,080,669 4,080,669
------------ ------------ ------------ ----------- ---------- ----------- ---------- -------------
Total 28,537,678 4,371,249 32,908,927
Investment income (loss):
Interest and dividends 123,147 $ 2,559,722 $ 735,711 667,315 $ 460,758 $ 154,101 $ 117,650 4,818,404
Realized (losses) gains (134,531) 3,173 156 (131,202)
Unrealized gains 4,349,679 3,718,325 276,552 773 8,345,329
------------ ------------ ------------ ----------- ---------- ----------- ---------- -------------
Net investment income 123,147 2,559,722 4,950,859 4,385,640 740,483 155,030 117,650 13,032,531
Transfer from other plans:
Gannett profit sharing
& savings plans 16,923,031 16,923,031
------------ ------------ ------------ ----------- ---------- ----------- ---------- -------------
Total additions 45,583,856 2,559,722 4,950,859 8,756,889 740,483 155,030 117,650 62,864,489
Deductions:
Benefits paid
to participants 108,369 3,461,594 1,612,127 1,390,592 352,083 693,461 7,618,226
Interest expense 2,163 2,163
Administrative
expenses 6,150 42,972 213,966 12,712 39,152 20,105 335,057
------------ ------------ ------------ ----------- ---------- ----------- ---------- -------------
Total deductions 114,519 3,504,566 1,828,256 1,403,304 391,235 713,566 7,955,446
------------ ------------ ------------ ----------- ---------- ----------- ---------- -------------
Net increase
(decrease) 45,469,337 (944,844) 3,122,603 7,353,585 349,248 (558,536) 117,650 54,909,043
Interfund transfers,
net (45,218,186) 15,068,439 18,478,840 6,702,001 4,127,389 (402,858) 1,244,375
Net assets available
for benefits:
Beginning of year 2,113,985 36,544,097 27,554,869 20,800,075 5,447,014 5,068,583 1,479,270 99,007,893
------------ ------------ ------------ ----------- ---------- ----------- ---------- -------------
End of year $ 2,365,136 $50,667,692 $49,156,312 $34,855,661 $9,923,651 $4,107,189 $2,841,295 $153,916,936
============ ============ ============ =========== ========== =========== ========== =============
</TABLE>
<PAGE>
10 - 13
<TABLE>
Schedule I
THE GANNETT CO., INC
401(k) SAVINGS PLAN
SCHEDULE OF INVESTMENTS
DECEMBER 31, 1993
<CAPTION>
Shares/ Market
Par Value Description Cost Value
--------- ----------------------------------------- ------------- -------------
<S> <C> <C> <C>
ALLOCATED
Common Stocks
-------------
20,000 Allegheny Ludlum Corp. $ 265,150 $ 477,500
14,000 Altel Corp. 361,970 413,000
12,000 Amoco Corp. 673,380 634,500
12,000 Bausch & Lomb, Inc. 565,842 615,000
20,000 Baxter Intl. Inc. 588,036 487,500
10,000 Burlington Res. Inc. 424,950 423,750
20,000 Cellular Communications Inc. 768,875 935,000
11,000 Colgate Palmolive Co. 568,645 686,125
17,000 Compuware Corp. 414,126 442,000
41,900 Cone Mls Corp. 694,398 707,063
15,000 Crown Cork & Seal, Inc. 470,263 628,125
15,000 Dillard Dept. Stores, Inc. 572,375 570,000
20,000 El Paso Nature Gas Co. 651,680 720,000
10,000 Exxon Corp. 650,313 631,250
15,000 Gillette Co. 855,050 894,375
20,000 Home Depot Inc. 926,417 790,000
17,000 Homestake Mng Co. 311,440 374,000
25,000 Illinois Cent Corp. 407,140 896,875
2,000 IBM 113,766 113,000
11,000 International Paper Co. 734,029 745,250
30,000 Itel Corp. 732,765 840,000
16,000 Johnson & Johnson 737,087 718,000
12,000 Kimberly Clark Corp. 585,532 622,500
25,000 Kirby Corp. 239,639 534,375
52,500 La Quinta Inns Inc. 822,500 1,850,625
15,000 Loctite Corp. 634,800 551,250
30,000 MCI Communications Corp. 448,590 847,500
21,000 Meyer Fred Inc. 576,516 756,000
7,000 Microsoft Corp. 586,833 564,375
11,000 Mobil Corp. 705,243 870,375
22,500 Molex Inc. 581,375 798,750
11,000 JP Morgan & Co. 688,088 763,125
11,000 Morton International Inc. 587,597 1,028,500
6,000 Motorola Inc. 198,347 553,500
18,000 Nestle 651,250 777,654
10,000 Newmont Mng Corp. 464,450 576,250
22,000 Northern Trust Corp. 919,385 871,750
24,000 Pacific Telesis Group 1,227,208 1,302,000
19,000 Pactel Corp. 437,000 472,625
23,000 Pepsico Inc. 886,815 940,125
17,000 Placer Dome Inc. 311,440 422,875
15,000 Premark International Inc. 690,510 1,203,750
20,000 Raychem Corp. 798,900 750,000
7,000 Schering Plough Corp. 389,625 479,500
20,000 Sherwin Williams Co. 588,775 715,000
20,000 Sybron Corp. 351,118 640,000
11,000 Texaco Inc. 682,008 712,250
10,000 Union Pacific Corp. 646,950 626,250
15,000 US Healthcare Inc. 697,430 864,375
10,000 Upjohn Co. 301,938 290,000
6,000 Xtra Corp. 262,770 286,500
---------- ----------
Total diversified fund 29,450,329 35,414,092
594,824 Gannett Co., Inc. (Gannett Stock Fund) 26,894,585 34,053,674 *
---------- ----------
Total common stocks 56,344,914 69,467,766
---------- ----------
Pooled Funds
------------
17,161,184 The Boston Company, Inc. Pooled
Employee Funds Daily Liquidity Fund 17,161,184 17,161,184 *
80,561 Morgan Managed Bond Fund 9,454,067 9,725,002 *
3,867 Morgan Commingled Fund Liquidity Fund 3,867,000 3,867,000
406 Morgan Common Fund Reserve Fund 427,041 427,275
---------- ----------
Total pooled funds 30,909,292 31,180,461
---------- ----------
Insurance Contracts
-------------------
5,782,394 Peoples Security Life Insurance Co.,
5.38%, due 6/30/96 5,782,394 5,782,394
8,002,026 Canada Life Assurance Co.
4.73%, due 12/29/95 8,002,026 8,002,026
8,402,440 Prudential Asset Mgmt Co.
8.19%, due 6/30/95 8,402,440 8,402,440
5,044,326 Principal Mutual Co.
4.87%, due 12/31/96 5,044,326 5,044,326
6,385,326 Provident Life & Accident Insurance Co.,
5.25%, due 7/1/96 6,385,326 6,385,326
5,120,811 Great-West Life & Annuity Insurance Co.,
4.85%, due 6/30/96 5,120,811 5,120,811
8,687,301 Metropolitan Life
4.82%, due 6/30/97 8,687,301 8,687,301
2,000,270 Protective Life
5.06%, due 12/31/96 2,000,270 2,000,270
----------- ----------
Total insurance contracts 49,424,894 49,424,894
----------- ----------
2,826,849 Participant loans 2,826,850 2,826,850
----------- -----------
Total allocated 139,505,950 152,899,971
----------- -----------
UNALLOCATED
-----------
967,731 Gannett Co., Inc. common stock 38,709,240 55,402,600 *
1,742 The Boston Company, Inc. Pooled
Employee Funds Daily Liquidity Fund 1,742 1,742
------------ ------------
Total unallocated 38,710,982 55,404,342
------------ ------------
Total investments $ 178,216,932 $ 208,304,313
============ ============
* Represents in excess of 5% of
net assets available for benefits.
This schedule was prepared
from data certified by Boston
Safe Deposit and Trust Company.
</TABLE>
<PAGE>
14
<TABLE>
Schedule II
THE GANNETT CO., INC. 401(k) SAVINGS PLAN
SCHEDULE OF TRANSACTIONS
AND SERIES OF TRANSACTIONS
IN EXCESS OF 5% OF THE CURRENT VALUE OF PLAN ASSETS
FOR THE YEAR ENDED DECEMBER 31, 1993
<CAPTION>
Mature (M)
Purchases (P) Gain
Description Sales (S) Cost Proceeds (Loss)
- - --------------------------------------------- -------------- ------------ ----------- ------
<S> <C> <C> <C> <C>
Common Stock
- - ------------
Gannett Co., Inc. 31 P $ 6,329,074
Pooled Funds
- - ------------
The Boston Company, Inc. Pooled 368 P 90,883,961
Employee Funds Daily Liquidity Fund 277 S 82,656,077 $82,656,077
Boston Safe and Deposit Trust Late 4 P 9,416,468
Money Deposit Account - Liquidity Fund 4 S 9,416,468 9,416,468
Morgan Liquidity Fund 56 P 6,307,000
64 S 7,019,000 7,019,000
Insurance Contracts
- - -------------------
Peoples Security Life Insurance Co., 7 S 1,640,179 1,640,179
5.38%, due 6/30/96 26 P 4,619,067
Canada Life Assurance Co. 7 P 8,187,485
4.73%, due 12/29/95 1 S 185,459 185,459
Metropolitan Life 7 P 8,687,300
4.82%, due 6/30/97
Prudential Asset Management 5 P 338,936
1 M 9,577,293 9,577,293
This schedule was prepared
from data certified by Boston
Safe Deposit and Trust Company.
</TABLE>
<PAGE>
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange
Act of 1934, the trustees (or other persons who administer the employee
benefit plan) have duly caused this annual report to be signed on its behalf
by the undersigned hereunto duly authorized.
THE GANNETT CO., INC.
401(k) SAVINGS PLAN
s/ Jimmy L. Thomas
----------------------
Date: June 29, 1994 Name: Jimmy L. Thomas
Title: Senior Vice President/
Financial Services and Treasurer
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CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-35305) of Gannett Co., Inc. of our report
dated June 9, 1994 on the financial statements of The Gannett Co., Inc.
401(k) Savings Plan which appears in this Form 11-K for the year ended
December 31, 1993.
PRICE WATERHOUSE
Washington, D.C.
June 27, 1994
