e144
 

OMB APPROVAL
OMB Number: 3235-0101
Expires: August 31, 2003
Estimated average burden
hours per response.....2.0


SEC USE ONLY
DOCUMENT SEQUENCE NO.
CUSIP NUMBER
WORK LOCATION

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 144

NOTICE OF PROPOSED SALE OF SECURITIES
PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933

ATTENTION: Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with a market maker.

1(a) NAME OF ISSUER(Please type or print)

(b) IRS IDENT. NO.

(c)  S.E.C. FILE NO.

  
Gannett Co., Inc. 16-0442930 1-6961  

1(d)  ADDRESS OF ISSUER       STREET                         CITY                   STATE             ZIP CODE

(e) TELEPHONE NO.

7950 Jones Branch Drive                        McLean            VA                22107

AREA CODE

NUMBER

(703) 854-6000

2(a) NAME OF PERSON FOR WHOSE ACCOUNT
         THE SECURITIES ARE TO BE SOLD

(b) IRS IDENT. NO.

(c) RELATIONSHIP TO
      ISSUER

(d) ADDRESS  STREET               CITY   STATE   ZIP CODE

Douglas H. McCorkindale

 

 officer & director c/o Gannett Co., Inc.
7950 Jones Branch Drive McLean VA 22107

INSTRUCTION: The person filing this notice should contact the issuer to obtain the I.R.S. Identification Number and the S.E.C. File Number.

3(a)

 (b) SEC USE ONLY (c) (d) (e) (f) (g)
Title of the
Class of
Securities
To Be Sold		 Name and Address of Each Broker Through Whom the Securities are to be Offered or Each Market Maker who is Acquiring the Securities Broker-Dealer
File Number		 Number of Shares
or Other Units
To Be Sold
(See instr. 3(c))		 Aggregate
Market
Value
(See instr. 3(d))		 Number of Shares
or Other Units
Outstanding
(See instr. 3(e))		 Approximate
Date of Sale
(See instr. 3(f))
(MO. DAY YR.)		 Name of Each
Securities
Exchange
(See instr. 3(g))
Common Stock Tony Fagella
Deutsche Bank Alex Brown
280 Park Avenue, 3E
New York, NY 10017		   200,000 $14,180,000 267,272,115 On or after 12/06/02 NYSE
        
        

INSTRUCTIONS:

1.  (a) Name of Issuer
     (b) Issuer's I.R.S. Identification Number
     (c) Issuer's SEC file number, if any
     (d) Issuer's address, including zip code
     (e) Issuer's telephone number, including area code

2.  (a) Name of person for whose account the securities are to be sold
     (b) Such person's I.R.S. identification number, if such person is an
          entity
     (c) Such person's relationship to the Issuer(e.g., officer, director,
          10% stockholder or member of immediate family of any of the
          foregoing)
     (d) Such person’s address, including zip code

3.  (a) Title of the class of securities to be sold
     (b) Name and address of each broker through whom the securities are intended to be sold
     (c) Number of shares or other units to be sold (if debt securities, give the aggregate face amount)
     (d) Aggregate market value of the securities to be sold as of a specified date within 10 days
          prior to filing of this notice
     (e) Number of shares or other units of the class outstanding, or if debt securities the face
          amount thereof outstanding, as shown by the most recent report or statement published by
          the issuer
     (f) Approximate date on which the securities will be sold
     (g) Name of each securities exchange, if any, on which the securities are intended to be sold

Potential persons who are to respond to the collection of information contained in this form are not
required to respond unless the form displays a currently valid OMB control number.

 

TABLE I - SECURITIES TO BE SOLD
Furnish the following information with respect to the acquisition of securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

Title of
the Class		 Date you
Acquired		 Nature of Acquisition Transaction Name of Person from Whom Acquired
(If gift, also give date donor acquired)		 Amount of
Securities Acquired		 Date of
Payment		 Nature of Payment
Common Stock On or after 12/06/02 Stock Option Exercise Gannett Co., Inc. 200,000 Upon exercise on or after 12/06/02 Cash
INSTRUCTIONS: 1. If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid. 2. If within two years after the acquisition of the securities the person for whose account they are to be sold had any short positions, put or other option to dispose of securities referred to in paragraph (d)(3) of Rule 144, furnish full information with respect thereto.

TABLE II - SECURITIES SOLD DURING THE PAST 3 MONTHS

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

Name and Address of Seller Title of Securities Sold Date of Sale Amount of
Securities Sold		 Gross Proceeds
         
REMARKS:
INSTRUCTIONS: ATTENTION:
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice. The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed.

December 6, 2002

/s/ Douglas H. McCorkindale

Date of Notice

Signature

This notice shall be signed by the person for whose account the securities are to be sold. At least one copy of the notice shall be mutually signed. Any copies not manually signed shall bear typed or printed signatures.

ATTENTION: Intentional misstatements or omissions of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)