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

                  LEE ENTERPRISES, INCORPORATED 1996 STOCK PLAN
                           FOR NON-EMPLOYEE DIRECTORS
                            (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 58 pages in length. The Exhibit Index is found on
page 6 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                 50,000    $   23.25      $1,162,500     $   400.86
($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.



<PAGE>


                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Certain Documents by Reference.

         The  following   documents  are   incorporated  by  reference  in  this
registration statement:

         (a)   The Company's  latest Annual  Report, filed  pursuant to Sections
               13 (a) or  15(d)  of the  Securities  Exchange  Act of 1934  (the
               "Exchange Act") or the latest  prospectus  filed pursuant to Rule
               424(b) under the Securities Act of 1933 (the  "Securities  Act"),
               which contains, either directly or by incorporation by reference,
               audited financial statements for the Company's latest fiscal year
               for which such statements have been filed.

         (b)   All other reports filed by the Company pursuant to Sections 13(a)
               or 15(d) of the  Exchange  Act since the end of the  fiscal  year
               covered by the annual report or the prospectus referred to in (a)
               above.

         (c)   The   descriptions  of  the  Company's  Common  Stock  which  are
               contained in the Company's  registration  statements  filed under
               Section  12 of the  Exchange  Act,  including  any  amendment  or
               reports filed for the purpose of updating such descriptions.

         All  reports  and other  documents  subsequently  filed by the  Company
pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, as amended,
prior to the  filing of a  post-effective  amendment  which  indicates  that all
securities  offered  hereby have been sold or which  deregisters  all securities
remaining unsold,  shall be deemed to be incorporated by reference herein and to
be made a part hereof from the date of filing of such reports and documents.

                  Any statement contained in the document incorporated or deemed
to be  incorporated  by  reference  herein  shall be  deemed to be  modified  or
superseded  for  purposes of this  registration  statement  to the extend that a
statement  contained  herein or in any other  subsequently  filed document which
also  is or is  deemed  to be  incorporated  by  reference  herein  modifies  or
supersedes  such statement.  Any such statement so modified or superseded  shall
not be deemed, except as so modified or superseded, to constitute a part of this
registration statement.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interest of Named Experts and Counsel.

         The legality of the Common Stock which may be purchased  under the 1996
Stock Plan for Non-Employee  Directors (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.

Item 6.  Indemnification of Directors and Officers.

         The information  required by Item 702 of Regulation S-K is incorporated
by reference herein from the Company's  Registration Statement on Form S-8, Part
II, Item 7, No. 33-46708 filed on or about March 30, 1992.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

         The Exhibit Index  immediately  preceding the exhibits is  incorporated
herein by reference.
<PAGE>

Item 9.  Undertakings.

         (a) The undersigned Company hereby undertakes:

         1.    To file,  during  any  period in which  offers or sales are being
               made, a post-effective amendment to this registration statement:

               (i)   To include any prospectus  required by Section  10(a)(3) of
                     the Securities Act;

               (ii)  To reflect in the  prospectus  any facts or events  arising
                     after the effective date of the registration  statement (or
                     the most recent  post-effective  amendment  thereof) which,
                     individually  or in the aggregate,  represent a fundamental
                     change in the  information  set  forth in the  registration
                     statement;

               (iii) To include any  material  information  with  respect to the
                     plan  of  distribution  not  previously  disclosed  in  the
                     registration  statement  or any  material  change  to  such
                     information in the registration statement;

                     Provided,  however, that paragraph (a)(1)(i) and (a)(1)(ii)
                     shall not apply if the information  required to be included
                     in  a  post-effective  amendment  to  those  paragraphs  is
                     contained in periodic reports filed by the Company pursuant
                     to Sections 13 or Section  15(d) of the  Exchange  Act that
                     are   incorporated   by  reference  in  this   registration
                     statement.

         2.    That,  for the purpose of  determining  any  liability  under the
               Securities  Act,  each  such  post-effective  amendment  shall be
               deemed  to  be a  new  registration  statement  relating  to  the
               securities  offered therein,  and the offering of such securities
               at that time shall be deemed to be the initial bona fide offering
               thereof.

         3.    To remove registration by means of a post-effective  amendment of
               any of the securities being registered which remain unsold at the
               termination of the offering.

         (b) The  undersigned  Company hereby  undertakes  that, for purposes of
             determining  any liability under the Securities Act, each filing of
             the Company's  annual  report  pursuant to Section 13(a) or Section
             15(d) of the Exchange Act (and, where applicable, each filing of an
             employee  benefit plan's annual report pursuant to Section 15(d) of
             the  Exchange  Act)  that  is  incorporated  by  reference  in  the
             registration  statement  shall be deemed  to be a new  registration
             statement  relating  to the  securities  offered  herein,  and  the
             offering of such  securities at that time shall be deemed to be the
             initial bona fide offering thereof.

         (e) The undersigned Company hereby undertakes to deliver or cause to be
             delivered  with  the  prospectus,   to  each  person  to  whom  the
             prospectus  is sent or given,  the latest annual report to security
             holders that is  incorporated  by reference in the  prospectus  and
             furnished pursuant to and meeting the requirements of Rule 14a-3 or
             Rule 14c-3 under the  Securities  Exchange Act of 1934;  and, where
             interim financial information required to be presented by Article 3
             of Regulation S-X are not set forth in the prospectus,  to deliver,
             or cause to be delivered to each person to whom the  prospectus  is
             sent or given,  the latest  quarterly  report that is  specifically
             incorporated by reference in the prospectus to provide such interim
             financial information.

         (h) Insofar  as  indemnification  for  liabilities  arising  under  the
             Securities  Act  may  be  permitted  to  directors,   officers  and
             controlling  persons  of the  Company  pursuant  to the  provisions
             described  in Item 6, or  otherwise,  the Company has been  advised
             that in the opinion of the Securities and Exchange  Commission such
             indemnification  is  against  public  policy  as  expressed  in the
             Securities Act and is, therefore,  unenforceable. In the event that
             a claim for  indemnification  against such liabilities  (other than
             the  payment  by the  Company  of  expenses  incurred  or paid by a
             director,  officer,  or  controlling  person of the  Company in the
             successful defense of any action,  suit or proceedings) is asserted
             by such director,  officer or controlling person in connection with
             the securities being  registered,  the Company will,  unless in the
             opinion of its counsel the matter has been  settled by  controlling
             precedent,  submit  to a  court  of  appropriate  jurisdiction  the
             question  whether  such  indemnification  by it is  against  public
             policy as expressed in the  Securities  Act and will be governed by
             the final adjudication of such issue.



<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)

4.    (i)         Specimens of securities being registered.  (Incorporated by 
                  reference as an Exhibit to the Company's Registration 
                  Statement on Form 8-A No. 1-6227).

     (ii)         The Company's Note Purchase Agreement, dated as of December 1,
                  1990,  by and among the  Company and the  Purchasers  named in
                  Schedule II to the Agreement.  (Incorporated by reference from
                  Exhibit 4(iv) to the Company's  Registration Statement on Form
                  S-8 No. 33-46708).

   (iii)          The  Company's  Credit  Agreement  dated as of August 1,
                  1995 between the Company and Bank of America Illinois.

    (iv)          The Company's Multiple Advance Term Loan Agreement  
                  dated as of January 16, 1996,  as amended,  between the 
                  Company and Firstar Bank Milwaukee, N.A.

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

23.  (i)          Consent of McGladrey & Pullen      

    (ii)          Consent of Lane & Waterman.       

24.               Power of Attorney.
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 15289}]
{"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": "333-06433", "film-number": "96583575"}, "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

                  LEE ENTERPRISES, INCORPORATED 1996 STOCK PLAN
                           FOR NON-EMPLOYEE DIRECTORS
                            (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 58 pages in length. The Exhibit Index is found on
page 6 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                 50,000    $   23.25      $1,162,500     $   400.86
($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.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Certain Documents by Reference.

         The  following   documents  are   incorporated  by  reference  in  this
registration statement:

         (a)   The Company's  latest Annual  Report, filed  pursuant to Sections
               13 (a) or  15(d)  of the  Securities  Exchange  Act of 1934  (the
               "Exchange Act") or the latest  prospectus  filed pursuant to Rule
               424(b) under the Securities Act of 1933 (the  "Securities  Act"),
               which contains, either directly or by incorporation by reference,
               audited financial statements for the Company's latest fiscal year
               for which such statements have been filed.

         (b)   All other reports filed by the Company pursuant to Sections 13(a)
               or 15(d) of the  Exchange  Act since the end of the  fiscal  year
               covered by the annual report or the prospectus referred to in (a)
               above.

         (c)   The   descriptions  of  the  Company's  Common  Stock  which  are
               contained in the Company's  registration  statements  filed under
               Section  12 of the  Exchange  Act,  including  any  amendment  or
               reports filed for the purpose of updating such descriptions.

         All  reports  and other  documents  subsequently  filed by the  Company
pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, as amended,
prior to the  filing of a  post-effective  amendment  which  indicates  that all
securities  offered  hereby have been sold or which  deregisters  all securities
remaining unsold,  shall be deemed to be incorporated by reference herein and to
be made a part hereof from the date of filing of such reports and documents.

                  Any statement contained in the document incorporated or deemed
to be  incorporated  by  reference  herein  shall be  deemed to be  modified  or
superseded  for  purposes of this  registration  statement  to the extend that a
statement  contained  herein or in any other  subsequently  filed document which
also  is or is  deemed  to be  incorporated  by  reference  herein  modifies  or
supersedes  such statement.  Any such statement so modified or superseded  shall
not be deemed, except as so modified or superseded, to constitute a part of this
registration statement.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interest of Named Experts and Counsel.

         The legality of the Common Stock which may be purchased  under the 1996
Stock Plan for Non-Employee  Directors (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.

Item 6.  Indemnification of Directors and Officers.

         The information  required by Item 702 of Regulation S-K is incorporated
by reference herein from the Company's  Registration Statement on Form S-8, Part
II, Item 7, No. 33-46708 filed on or about March 30, 1992.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

         The Exhibit Index  immediately  preceding the exhibits is  incorporated
herein by reference.
Item 9.  Undertakings.

         (a) The undersigned Company hereby undertakes:

         1.    To file,  during  any  period in which  offers or sales are being
               made, a post-effective amendment to this registration statement:

               (i)   To include any prospectus  required by Section  10(a)(3) of
                     the Securities Act;

               (ii)  To reflect in the  prospectus  any facts or events  arising
                     after the effective date of the registration  statement (or
                     the most recent  post-effective  amendment  thereof) which,
                     individually  or in the aggregate,  represent a fundamental
                     change in the  information  set  forth in the  registration
                     statement;

               (iii) To include any  material  information  with  respect to the
                     plan  of  distribution  not  previously  disclosed  in  the
                     registration  statement  or any  material  change  to  such
                     information in the registration statement;

                     Provided,  however, that paragraph (a)(1)(i) and (a)(1)(ii)
                     shall not apply if the information  required to be included
                     in  a  post-effective  amendment  to  those  paragraphs  is
                     contained in periodic reports filed by the Company pursuant
                     to Sections 13 or Section  15(d) of the  Exchange  Act that
                     are   incorporated   by  reference  in  this   registration
                     statement.

         2.    That,  for the purpose of  determining  any  liability  under the
               Securities  Act,  each  such  post-effective  amendment  shall be
               deemed  to  be a  new  registration  statement  relating  to  the
               securities  offered therein,  and the offering of such securities
               at that time shall be deemed to be the initial bona fide offering
               thereof.

         3.    To remove registration by means of a post-effective  amendment of
               any of the securities being registered which remain unsold at the
               termination of the offering.

         (b) The  undersigned  Company hereby  undertakes  that, for purposes of
             determining  any liability under the Securities Act, each filing of
             the Company's  annual  report  pursuant to Section 13(a) or Section
             15(d) of the Exchange Act (and, where applicable, each filing of an
             employee  benefit plan's annual report pursuant to Section 15(d) of
             the  Exchange  Act)  that  is  incorporated  by  reference  in  the
             registration  statement  shall be deemed  to be a new  registration
             statement  relating  to the  securities  offered  herein,  and  the
             offering of such  securities at that time shall be deemed to be the
             initial bona fide offering thereof.

         (e) The undersigned Company hereby undertakes to deliver or cause to be
             delivered  with  the  prospectus,   to  each  person  to  whom  the
             prospectus  is sent or given,  the latest annual report to security
             holders that is  incorporated  by reference in the  prospectus  and
             furnished pursuant to and meeting the requirements of Rule 14a-3 or
             Rule 14c-3 under the  Securities  Exchange Act of 1934;  and, where
             interim financial information required to be presented by Article 3
             of Regulation S-X are not set forth in the prospectus,  to deliver,
             or cause to be delivered to each person to whom the  prospectus  is
             sent or given,  the latest  quarterly  report that is  specifically
             incorporated by reference in the prospectus to provide such interim
             financial information.

         (h) Insofar  as  indemnification  for  liabilities  arising  under  the
             Securities  Act  may  be  permitted  to  directors,   officers  and
             controlling  persons  of the  Company  pursuant  to the  provisions
             described  in Item 6, or  otherwise,  the Company has been  advised
             that in the opinion of the Securities and Exchange  Commission such
             indemnification  is  against  public  policy  as  expressed  in the
             Securities Act and is, therefore,  unenforceable. In the event that
             a claim for  indemnification  against such liabilities  (other than
             the  payment  by the  Company  of  expenses  incurred  or paid by a
             director,  officer,  or  controlling  person of the  Company in the
             successful defense of any action,  suit or proceedings) is asserted
             by such director,  officer or controlling person in connection with
             the securities being  registered,  the Company will,  unless in the
             opinion of its counsel the matter has been  settled by  controlling
             precedent,  submit  to a  court  of  appropriate  jurisdiction  the
             question  whether  such  indemnification  by it is  against  public
             policy as expressed in the  Securities  Act and will be governed by
             the final adjudication of such issue.
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)

4.    (i)         Specimens of securities being registered.  (Incorporated by 
                  reference as an Exhibit to the Company's Registration 
                  Statement on Form 8-A No. 1-6227).

     (ii)         The Company's Note Purchase Agreement, dated as of December 1,
                  1990,  by and among the  Company and the  Purchasers  named in
                  Schedule II to the Agreement.  (Incorporated by reference from
                  Exhibit 4(iv) to the Company's  Registration Statement on Form
                  S-8 No. 33-46708).

   (iii)          The  Company's  Credit  Agreement  dated as of August 1,
                  1995 between the Company and Bank of America Illinois.

    (iv)          The Company's Multiple Advance Term Loan Agreement  
                  dated as of January 16, 1996,  as amended,  between the 
                  Company and Firstar Bank Milwaukee, N.A.

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

23.  (i)          Consent of McGladrey & Pullen      

    (ii)          Consent of Lane & Waterman.       

24.               Power of Attorney.