SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.   20549


                                        FORM 8-K

                                     CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):           July 26, 1995


                                          GANNETT CO., INC.
(Exact name of registrant as specified in its charter)


              Delaware                 1-6961                16-0442930
  (State or other jurisdiction       (Commission            (IRS Employer
         of incorporation)           File Number)           Identification No.)



                 1100 Wilson Boulevard, Arlington, Virginia  22234
               (Address of principal executive offices)     (Zip Code)


Registrant's telephone number, including area code          (703) 284-6000


__________________________________________________________
(Former name or former address, if changed since last report)

<PAGE>
ITEM  5.    OTHER EVENTS

          On July 24, 1995, Gannett Co., Inc. ("Gannett") entered
 into an Agreement and Plan of Merger dated as of July 24, 1995
 (the "Merger Agreement") among Gannett, a wholly owned subsidiary
 of Gannett ("Sub"), and Multimedia, Inc. ("Multimedia"), a South
 Carolina corporation.  The Merger Agreement provides for the merger
 of Sub with and into Multimedia, with Multimedia surviving as a
 wholly owned subsidiary of Gannett.

          Pursuant to the Merger Agreement each share of issued
 and outstanding common stock of Multimedia will be converted into
 the right to receive $45.25 in cash, for a total price in excess
 of $1.7 billion.  As a result of the merger, Gannett will also
 assume or incur approximately $540 million of long-term
 indebtedness of Multimedia.  The purchase price is subject to
 adjustment if Multimedia's long-term debt (including the current
 portion of long-term debt) at December 31, 1995 exceeds a
 specified level.

          Prior to its execution, the Merger Agreement was approved
 by the respective boards of directors of Gannett and Multimedia.
 The consummation of the merger is subject, among other things, to
 the approval of the shareholders of Multimedia, certain approvals
 by the Federal Communications Commission, and other regulatory
 approvals.  In addition, the merger is conditioned on Multimedia's
 debt not exceeding a specified level on the second business day
 prior to consummation of the merger.

            A copy of the Merger Agreement is attached to this
 report as Exhibit 99.



ITEM  7.    FINANCIAL STATEMENTS AND EXHIBITS.

          (c)  Exhibits.

               See Exhibit Index for list of exhibits.

<PAGE>

SIGNATURES


          Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.



                                             GANNETT CO., INC.



Dated:   July 26, 1995                     By:   /s/  Thomas L. Chapple
                                                 Thomas L. Chapple,
                                                 Senior Vice President,
                                                 General Counsel and Secretary

<PAGE>

                                      EXHIBIT INDEX


Exhibit
Number         Title or Description                                   Location

   99          Agreement and Plan of Merger dated                     Attached
               July 24, 1995
[{"type": "8-K", "sequence": "1", "secsgml_size_bytes": 3581}]
{"company-data": {"conformed-name": "GANNETT CO INC /DE/", "cik": "0000039899", "assigned-sic": "2711", "irs-number": "160442930", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-06961", "film-number": "95556303"}, "business-address": {"street1": "1100 WILSON BLVD", "city": "ARLINGTON", "state": "VA", "zip": "22234", "phone": "7032846000"}, "mail-address": {"street1": "1100 WILSON BLVD. , 28TH FLOOR", "city": "ARLINGTON", "state": "VA", "zip": "22234"}}
SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.   20549

                                        FORM 8-K

                                     CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):           July 26, 1995

                                          GANNETT CO., INC.
(Exact name of registrant as specified in its charter)

              Delaware                 1-6961                16-0442930
  (State or other jurisdiction       (Commission            (IRS Employer
         of incorporation)           File Number)           Identification No.)

                 1100 Wilson Boulevard, Arlington, Virginia  22234
               (Address of principal executive offices)     (Zip Code)

Registrant's telephone number, including area code          (703) 284-6000

__________________________________________________________
(Former name or former address, if changed since last report)
ITEM  5.    OTHER EVENTS

          On July 24, 1995, Gannett Co., Inc. ("Gannett") entered
 into an Agreement and Plan of Merger dated as of July 24, 1995
 (the "Merger Agreement") among Gannett, a wholly owned subsidiary
 of Gannett ("Sub"), and Multimedia, Inc. ("Multimedia"), a South
 Carolina corporation.  The Merger Agreement provides for the merger
 of Sub with and into Multimedia, with Multimedia surviving as a
 wholly owned subsidiary of Gannett.

          Pursuant to the Merger Agreement each share of issued
 and outstanding common stock of Multimedia will be converted into
 the right to receive $45.25 in cash, for a total price in excess
 of $1.7 billion.  As a result of the merger, Gannett will also
 assume or incur approximately $540 million of long-term
 indebtedness of Multimedia.  The purchase price is subject to
 adjustment if Multimedia's long-term debt (including the current
 portion of long-term debt) at December 31, 1995 exceeds a
 specified level.

          Prior to its execution, the Merger Agreement was approved
 by the respective boards of directors of Gannett and Multimedia.
 The consummation of the merger is subject, among other things, to
 the approval of the shareholders of Multimedia, certain approvals
 by the Federal Communications Commission, and other regulatory
 approvals.  In addition, the merger is conditioned on Multimedia's
 debt not exceeding a specified level on the second business day
 prior to consummation of the merger.

            A copy of the Merger Agreement is attached to this
 report as Exhibit 99.

ITEM  7.    FINANCIAL STATEMENTS AND EXHIBITS.

          (c)  Exhibits.

               See Exhibit Index for list of exhibits.
SIGNATURES

          Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                             GANNETT CO., INC.

Dated:   July 26, 1995                     By:   /s/  Thomas L. Chapple
                                                 Thomas L. Chapple,
                                                 Senior Vice President,
                                                 General Counsel and Secretary
EXHIBIT INDEX

Exhibit
Number         Title or Description                                   Location

   99          Agreement and Plan of Merger dated                     Attached
               July 24, 1995