Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Mayman Todd A.
2. Date of Event Requiring Statement (Month/Day/Year)
04/30/2009
3. Issuer Name and Ticker or Trading Symbol
GANNETT CO INC /DE/ [GCI]
(Last)
(First)
(Middle)
C/O GANNETT CO., INC., 7950 JONES BRANCH DRIVE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Sen. VP, Gen. Counsel and Sec.
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

MCLEAN, VA 22107
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 271.499
D
 
Common Stock 2,151.98
I
By 401(k)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock   (1)   (1) Common Stock 692.8046 $ (2) D  
Restricted Stock Units 12/09/2009 12/09/2009 Common Stock 440 $ (3) D  
Restricted Stock Units 12/08/2010 12/08/2010 Common Stock 460 $ (3) D  
Restricted Stock Units 03/01/2011 03/01/2011 Common Stock 300 $ (3) D  
Restricted Stock Units 12/07/2011 12/07/2011 Common Stock 1,200 $ (3) D  
Restricted Stock Units 12/12/2012 12/12/2012 Common Stock 3,000 $ (3) D  
Employee Stock Option (Right to Buy)   (4) 12/07/2009 Common Stock 4,500 $ 74.5 D  
Employee Stock Option (Right to Buy)   (5) 07/24/2010 Common Stock 2,300 $ 56.25 D  
Employee Stock Option (Right to Buy)   (6) 12/05/2010 Common Stock 3,000 $ 54.31 D  
Employee Stock Option (Right to Buy)   (7) 12/02/2011 Common Stock 6,000 $ 69.35 D  
Employee Stock Option (Right to Buy)   (8) 12/03/2012 Common Stock 7,900 $ 70.21 D  
Employee Stock Option (Right to Buy)   (9) 12/03/2012 Common Stock 4,100 $ 75.3 D  
Employee Stock Option (Right to Buy)   (10) 12/12/2013 Common Stock 11,000 $ 87.33 D  
Employee Stock Option (Right to Buy)   (11) 12/10/2012 Common Stock 11,600 $ 80.9 D  
Employee Stock Option (Right to Buy)   (12) 12/09/2013 Common Stock 7,900 $ 60.29 D  
Employee Stock Option (Right to Buy)   (13) 12/08/2014 Common Stock 6,500 $ 59.96 D  
Employee Stock Option (Right to Buy)   (14) 12/07/2015 Common Stock 4,000 $ 35.84 D  
Employee Stock Option (Right to Buy)   (15) 12/12/2016 Common Stock 11,500 $ 7.53 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Mayman Todd A.
C/O GANNETT CO., INC.
7950 JONES BRANCH DRIVE
MCLEAN, VA 22107
      Sen. VP, Gen. Counsel and Sec.  

Signatures

/s/ Todd A. Mayman 05/01/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) These shares of phantom stock are payable in cash or stock, at the election of the reporting person, on various dates selected by the reporting person or as otherwise provided in the Issuer's Deferred Compensation Plan.
(2) Each share of phantom stock is the economic equivalent of one share of common stock.
(3) Each restricted stock unit represents a contingent right to receive one share of the underlying common stock.
(4) The option vested in four equal annual installments beginning on December 7, 2000.
(5) The option vested in four equal annual installments beginning on July 24, 2001.
(6) The option vested in four equal annual installments beginning on December 5, 2001.
(7) The option vested in four equal annual installments beginning on December 4, 2002.
(8) The option vested in four equal annual installments beginning on December 3, 2003.
(9) The option vested as to all 4,100 shares on May 5, 2003.
(10) The option vested as to 2,750 shares on December 12, 2004 and as to the remaining 8,250 on December 23, 2004.
(11) The option vested as to all 11,600 shares on October 28, 2005.
(12) The option vested as to 5,925 shares in three equal annual installments beginning on December 9, 2006, and will vest as to the remaining 1,975 shares on December 9, 2009.
(13) The option vested as to 3,250 shares in two equal annual installments beginning on December 8, 2007, and will vest as to the remaining 3,250 shares in two equal annual installments beginning on December 8, 2009.
(14) The option vested as to 1,000 shares on December 7, 2008, and will vest as to the remaining 3,000 shares in three equal annual installments beginning on December 7, 2009.
(15) The option will vest in four equal annual installments beginning on December 12, 2009.

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