Registration No. 33- ____________


                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                          LEE ENTERPRISES, INCORPORATED
              ---------------------------------------------------
              (Exact Name of Registrant Specified in its Charter)

       Delaware                                              42-0823980 
- ----------------------------                             -------------------
(State or Other Jurisdiction                               (IRS Employer
of Incorporation or                                      Identification No.)
Organization)

   215 N. MAIN ST., DAVENPORT, IA                        52801
- ----------------------------------------------------------------
(Address of Principal Executive Offices)                ZIP Code

               AMENDED AND RESTATED LEE ENTERPRISES, INCORPORATED
                       1977 EMPLOYEES' STOCK PURCHASE PLAN

                            (Full Title of the Plan)

                                 Larry L. Bloom
                          Vice President and Treasurer
                          Lee Enterprises, Incorporated
                               215 N. Main Street
                              Davenport, Iowa 52801
                    ----------------------------------------
                    (Name and Address of Agent for Services)

                                 (319) 383-2100
          -------------------------------------------------------------
          (Telephone Number, Including Area Code, of Agent for Service)

Please send copies of all communications to:

                              C. Dana Waterman III
                                 Lane & Waterman
                            600 Norwest Bank Building
                            220 N. Main St., Ste. 600
                            Davenport, IA 52801-1987

Approximate date of proposed commencement of sales pursuant to plan: As soon as
practicable after the effective date of the registration statement.

The registration  statement is 9 pages in length.  The Exhibit Index is found on
page 5 of the registration statement.

              As Filed with the Securities and Exchange Commission
                                On June 20, 1996


<PAGE>


                         CALCULATION OF REGISTRATION FEE


                                      Proposed       Proposed
Title of                               Maximum        Maximum
Securities               Amount       Offering       Aggregate       Amount of
to be                    to be        Price Per      Offering      Registration
Registered             Registered1     Share2         Price             Fee
- ----------             -----------   -----------    -----------    -------------

Common Stock ........   1,400,000    $    23.25     $32,550,000    $   11,224.14
($2.00 par
value)









____________________

1    The  Registration  Statement  also  includes  an  indeterminable  number of
     additional shares that may become issuable if the anti-dilution provisions
     of the Plan become operative.

2    Estimated  solely for the purpose of calculating the  registration  fee, in
     accordance with Rule 457, on the basis of the average of the high ($23 1/2)
     and the low ($23) prices paid for a share of Lee Enterprises,  Incorporated
     on June 19,  1996 as  reported  on the New York  Stock  Exchange  Composite
     Transactions Tape. The shares are to be offered at 85% of market price.
<PAGE>


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Items 3, 4, 6, 7, 8, 9.

                  The contents of the Company's  Registration  Statement on Form
S-8, Part II, No.  33-19725,  filed on or about  January 20, 1988,  for its 1977
Employees'  Stock Purchase Plan, shall be deemed to be incorporated by reference
herein and to be made a part hereof.

Item 5.  Interest of Named Experts and Counsel.

                  The legality of the Common Stock which may be purchased  under
the Amended and Restated 1977  Employers'  Stock  Purchase Plan (the "Plan") has
been passed upon by Lane & Waterman,  600  Norwest  Bank  Building,  220 N. Main
Street, Ste. 600,  Davenport,  Iowa. C. D. Waterman III, a partner in said firm,
is the  secretary of the Company.  As of June 1, 1996,  attorneys in the firm of
Lane & Waterman  beneficially  own 42,594  shares of Common Stock of the Company
and 33,906 shares of Class B Common Stock of the Company.




<PAGE>


                                   SIGNATURES

         Pursuant to the  requirements of the Securities Act of 1933, the issuer
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized,  in the City of  Davenport,  State of Iowa, on the 20th day of June,
1996.

Date:  June 20, 1996                       LEE ENTERPRISES, INCORPORATED




/s/ Richard D. Gottlieb                           /s/ Larry L. Bloom
- -------------------------------                   ------------------------------
Richard D. Gottlieb, President,                   Larry L. Bloom, Vice-President
Chief Executive Officer, and                      of Finance, Treasurer and
Director                                          Chief Financial Officer


                                                  /s/ G. C. Wahlig
                                                  ------------------------------
                                                  G. C. Wahlig,
                                                  Principal Accounting Officer



<PAGE>




                                  EXHIBIT INDEX

                                                                
EXHIBIT  
NUMBER                   EXHIBIT 


Exhibits  (listed by numbers  corresponding  to the Exhibit Table of Item 601 in
Regulation S-K)

5.       Opinion of Lane & Waterman as to legality of         _____
         the securities being registered.

23.  (i) Consent of McGladrey & Pullen, L.L.P.                _____

    (ii) Consent of Lane & Waterman.                          _____

24.      Power of Attorney.
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 6490}]
{"company-data": {"conformed-name": "LEE ENTERPRISES INC", "cik": "0000058361", "assigned-sic": "2711", "irs-number": "420823980", "state-of-incorporation": "DE", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-06435", "film-number": "96583576"}, "business-address": {"street1": "400 PUTNAM BLDG", "street2": "215 N MAIN ST", "city": "DAVENPORT", "state": "IA", "zip": "52801", "phone": "3193832100"}, "mail-address": {"street1": "400 PUTNAM BUILDING", "street2": "215 N. MAIN STREET", "city": "DAVENPORT", "state": "IA", "zip": "52801"}}
Registration No. 33- ____________

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

                          REGISTRATION STATEMENT UNDER
                           THE SECURITIES ACT OF 1933

                          LEE ENTERPRISES, INCORPORATED
              ---------------------------------------------------
              (Exact Name of Registrant Specified in its Charter)

       Delaware                                              42-0823980 
- ----------------------------                             -------------------
(State or Other Jurisdiction                               (IRS Employer
of Incorporation or                                      Identification No.)
Organization)

   215 N. MAIN ST., DAVENPORT, IA                        52801
- ----------------------------------------------------------------
(Address of Principal Executive Offices)                ZIP Code

               AMENDED AND RESTATED LEE ENTERPRISES, INCORPORATED
                       1977 EMPLOYEES' STOCK PURCHASE PLAN

                            (Full Title of the Plan)

                                 Larry L. Bloom
                          Vice President and Treasurer
                          Lee Enterprises, Incorporated
                               215 N. Main Street
                              Davenport, Iowa 52801
                    ----------------------------------------
                    (Name and Address of Agent for Services)

                                 (319) 383-2100
          -------------------------------------------------------------
          (Telephone Number, Including Area Code, of Agent for Service)

Please send copies of all communications to:

                              C. Dana Waterman III
                                 Lane & Waterman
                            600 Norwest Bank Building
                            220 N. Main St., Ste. 600
                            Davenport, IA 52801-1987

Approximate date of proposed commencement of sales pursuant to plan: As soon as
practicable after the effective date of the registration statement.

The registration  statement is 9 pages in length.  The Exhibit Index is found on
page 5 of the registration statement.

              As Filed with the Securities and Exchange Commission
                                On June 20, 1996
CALCULATION OF REGISTRATION FEE

                                      Proposed       Proposed
Title of                               Maximum        Maximum
Securities               Amount       Offering       Aggregate       Amount of
to be                    to be        Price Per      Offering      Registration
Registered             Registered1     Share2         Price             Fee
- ----------             -----------   -----------    -----------    -------------

Common Stock ........   1,400,000    $    23.25     $32,550,000    $   11,224.14
($2.00 par
value)

____________________

1    The  Registration  Statement  also  includes  an  indeterminable  number of
     additional shares that may become issuable if the anti-dilution provisions
     of the Plan become operative.

2    Estimated  solely for the purpose of calculating the  registration  fee, in
     accordance with Rule 457, on the basis of the average of the high ($23 1/2)
     and the low ($23) prices paid for a share of Lee Enterprises,  Incorporated
     on June 19,  1996 as  reported  on the New York  Stock  Exchange  Composite
     Transactions Tape. The shares are to be offered at 85% of market price.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Items 3, 4, 6, 7, 8, 9.

                  The contents of the Company's  Registration  Statement on Form
S-8, Part II, No.  33-19725,  filed on or about  January 20, 1988,  for its 1977
Employees'  Stock Purchase Plan, shall be deemed to be incorporated by reference
herein and to be made a part hereof.

Item 5.  Interest of Named Experts and Counsel.

                  The legality of the Common Stock which may be purchased  under
the Amended and Restated 1977  Employers'  Stock  Purchase Plan (the "Plan") has
been passed upon by Lane & Waterman,  600  Norwest  Bank  Building,  220 N. Main
Street, Ste. 600,  Davenport,  Iowa. C. D. Waterman III, a partner in said firm,
is the  secretary of the Company.  As of June 1, 1996,  attorneys in the firm of
Lane & Waterman  beneficially  own 42,594  shares of Common Stock of the Company
and 33,906 shares of Class B Common Stock of the Company.
SIGNATURES

         Pursuant to the  requirements of the Securities Act of 1933, the issuer
certifies  that it has  reasonable  grounds to believe  that it meets all of the
requirements  for  filing  on Form S-8 and has  duly  caused  this  Registration
Statement  to be  signed  on its  behalf  by  the  undersigned,  thereunto  duly
authorized,  in the City of  Davenport,  State of Iowa, on the 20th day of June,
1996.

Date:  June 20, 1996                       LEE ENTERPRISES, INCORPORATED

/s/ Richard D. Gottlieb                           /s/ Larry L. Bloom
- -------------------------------                   ------------------------------
Richard D. Gottlieb, President,                   Larry L. Bloom, Vice-President
Chief Executive Officer, and                      of Finance, Treasurer and
Director                                          Chief Financial Officer

                                                  /s/ G. C. Wahlig
                                                  ------------------------------
                                                  G. C. Wahlig,
                                                  Principal Accounting Officer
EXHIBIT INDEX

                                                                
EXHIBIT  
NUMBER                   EXHIBIT 

Exhibits  (listed by numbers  corresponding  to the Exhibit Table of Item 601 in
Regulation S-K)

5.       Opinion of Lane & Waterman as to legality of         _____
         the securities being registered.

23.  (i) Consent of McGladrey & Pullen, L.L.P.                _____

    (ii) Consent of Lane & Waterman.                          _____

24.      Power of Attorney.