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: August 7, 2002 (Date of earliest event reported) 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 number) 7950 Jones Branch Drive McLean, Virginia 22107 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (703) 854-6000 N/A (Former name or former address, if changed since last report) Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (a) Not applicable. (b) Not applicable. (c) Exhibits. Exhibit 99.1 Statement under oath of principal executive officer regarding facts and circumstances relating to Exchange Act filings, dated August 7, 2002. Exhibit 99.2 Statement under oath of principal financial officer regarding facts and circumstances relating to Exchange Act filings, dated August 7, 2002. Item 9. Regulation FD Disclosure On August 7, 2002, Douglas H. McCorkindale and Larry F. Miller, the Chief Executive Officer and the Chief Financial Officer, respectively, of Gannett Co., Inc. (the "Company") each filed with the Securities and Exchange Commission (the "SEC") a written statement under oath regarding facts and circumstances relating to certain filings of the Company under the Securities Exchange Act of 1934, as amended, pursuant to SEC Order No. 4-460 (June 27, 2002). The statements are attached hereto as Exhibits 99.1 and 99.2. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated as of: August 7, 2002 GANNETT CO., INC. By: /s/George R. Gavagan ----------------------------- George R. Gavagan Vice President and Controller EXHIBIT INDEX EXHIBIT NUMBER EXHIBIT NAME LOCATION 99.1 Statement under oath of principal executive Filed herewith officer regarding facts and circumstances relating to Exchange Act filings, dated August 7, 2002. 99.2 Statement under oath of principal financial Filed herewith officer regarding facts and circumstances relating to Exchange Act filings, dated August 7, 2002.