[DESCRIPTION]
                                UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C.  20549

[TEXT]

                                  FORM 10-Q
[x]           Quarterly Report Under Section 13 or 15(d) of the
                       Securities Exchange Act of 1934
                      For Quarter Ended March 31, 1994
                                     OR
[ ]       Transition Report Pursuant to Section 13 or 15(d) of the
                       Securities Exchange Act of 1934


                        Commission File Number 1-6227

                        Lee Enterprises, Incorporated

A Delaware Corporation                                      I.D. #42-0823980
215 N. Main Street, Davenport, Iowa  52801
Phone:  (319) 383-2100

         Indicate by a check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.  Yes [X]  No
[ ]


         Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practical date.

           Class                               Outstanding at March 31, 1994

Common Stock, $2.00 par value                             16,235,715        
Class "B" Common Stock, $2.00 par value                    6,867,862  

[DESCRIPTION]
                       PART I.  FINANCIAL INFORMATION


Item 1.
                        LEE ENTERPRISES, INCORPORATED

                      CONSOLIDATED STATEMENTS OF INCOME
                    (In Thousands Except Per Share Data)
Three Months Six Months Ended March 31, Ended March 31, 1994 1993 1994 1993 (Unaudited) Operating revenue: Newspaper: Advertising $ 30,194 $ 28,315 $ 65,202 $ 62,060 Circulation 16,406 15,521 32,848 31,090 Other 10,031 7,858 19,361 16,197 Broadcasting 20,893 18,064 43,827 40,544 Media products and services 15,440 13,594 31,072 27,374 Equity in net income of associated companies 1,959 1,557 4,700 3,991 $ 94,923 $ 84,909 $197,010 $181,256 Operating expenses: Compensation costs $ 34,506 $ 30,950 $ 68,609 $ 62,865 Newsprint and ink 4,859 4,840 10,715 10,553 Depreciation 2,649 2,761 5,332 5,453 Amortization of intangibles 3,173 3,424 6,333 6,876 Other 30,282 27,992 61,528 57,766 $ 75,469 $ 69,967 $152,517 $143,513 Operating income $ 19,454 $ 14,942 $ 44,493 $ 37,743 Financial (income) expense, net: Financial (income) $ (540) $ (472) $ (1,249) $ (1,073) Financial expense 3,363 3,881 7,095 7,952 $ 2,823 $ 3,409 $ 5,846 $ 6,879 Income before taxes on income $ 16,631 $ 11,533 $ 38,647 $ 30,864 Income taxes 7,067 5,032 15,766 12,860 Net income $ 9,564 $ 6,501 $ 22,881 $ 18,004 Weighted average number of shares 23,461 23,491 23,461 23,508 Earnings per share $ .41 $ .28 $ .98 $ .77 Dividends per share $ .21 $ .20 $ .42 $ .40 /TABLE LEE ENTERPRISES, INCORPORATED CONDENSED CONSOLIDATED BALANCE SHEETS (In Thousands)
March 31, September 30, 1994 1993 (Unaudited) ASSETS Cash and cash equivalents $ 19,856 $ 17,072 Temporary investments 41,595 45,500 Accounts receivable, net 43,488 45,421 Inventories 9,140 11,177 Film rights and other 12,017 15,952 Total current assets $126,096 $135,122 Investments, associated companies 20,818 20,305 Property and equipment, net 78,647 75,356 Intangibles and other assets 247,437 251,534 $472,998 $482,317 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities $ 97,213 $ 91,708 Long-term debt, less current maturities 100,215 127,466 Deferred items 39,758 39,661 Stockholders' equity 235,812 223,482 $472,998 $482,317 /TABLE LEE ENTERPRISES, INCORPORATED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands)
1994 1993 (Unaudited) Six Months Ended March 31: CASH PROVIDED BY OPERATIONS Net income $ 22,881 $ 18,004 Adjustments to reconcile net income to net cash provided by operations: Depreciation and amortization 11,665 12,329 Distributions in excess of earnings of associated companies 1,624 1,597 Other balance sheet changes 5,806 (4,554) Net cash provided by operations $ 41,976 $ 27,376 CASH (REQUIRED FOR) INVESTING ACTIVITIES Acquisitions $ (2,370) $ (444) Purchase of temporary investments (67,579) (20,200) Proceeds from maturities of temporary investments 71,484 24,700 Purchase of property and equipment (8,600) (5,646) Net cash (required for) investing activities $ (7,065) $ (1,590) CASH (REQUIRED FOR) FINANCING ACTIVITIES Purchase of common stock $ (1,933) $ (3,853) Cash dividends paid (4,836) (4,637) Payment of debt (25,667) (10,852) Other, primarily stock options exercised 309 3,029 Net cash (required for) financing activities $(32,127) $(16,313) Net increase in cash and cash equivalents $ 2,784 $ 9,473 Cash and cash equivalents: Beginning 17,072 23,271 Ending $ 19,856 $ 32,744 /TABLE [DESCRIPTION] LEE ENTERPRISES, INCORPORATED NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL INFORMATION NOTE 1. BASIS OF PRESENTATION The information furnished reflects all adjustments, consisting of normal recurring accruals, which are, in the opinion of management, necessary to a fair presentation of the financial position as of March 31, 1994 and the results of operations for the three- and six-month periods ended March 31, 1994 and 1993 and cash flows for the six-month periods ended March 31, 1994 and 1993. NOTE 2. INVESTMENT IN ASSOCIATED COMPANIES Condensed operating results of unconsolidated associated companies are as follows:
Three Months Ended Six Months Ended March 31, March 31, 1994 1993 1994 1993 (In Thousands) (Unaudited) Revenues $ 22,877 $ 20,907 $ 48,741 $ 44,912 Operating expenses, except depreciation and amortization 16,462 15,588 33,169 31,448 Depreciation and amortization 432 442 924 926 Operating income 5,983 4,877 14,648 12,538 Financial income 440 419 885 773 Income before income taxes 6,423 5,251 15,533 13,311 Income taxes 2,526 2,138 6,132 5,323 Net income 3,897 3,113 9,401 7,988
a. Madison Newspaper, Inc. (50% owned) b. Journal-Star Printing Co. (49.75% owned) c. Quality Information Systems (50% owned) d. Consumer Target Marketing (50% owned) LEE ENTERPRISES, INCORPORATED NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL INFORMATION NOTE 3. INVENTORIES Inventories consist of the following:
March 31, September 30, 1994 1993 (In Thousands) (Unaudited) Newsprint $ 858 $ 2,904 Media products and services: Raw material 4,443 4,737 Finished goods 3,839 3,536 $ 9,140 $ 11,177
NOTE 4. CASH FLOWS INFORMATION The components of other balance sheet changes are:
Six Months Ended March 31, 1994 1993 (In Thousands) (Unaudited) (Increase) decrease in receivables $ (204) $ 4,143 Decrease in inventories, film rights and other 2,728 1,121 Increase (decrease) in accounts payable, accrued expenses and unearned income 2,287 (11,629) Increase in income taxes payable 1,557 1,453 Other, primarily deferred items (562) 358 $ 5,806 $ (4,554)
NOTE 5. CHANGE IN ACCOUNTING PRINCIPLES During the quarter ended September 30, 1993, the Company adopted FASB Statement No. 109, Accounting for Income Taxes. As permitted by Statement No. 109, the Company has elected to apply retroactively the provisions of the Statement by restating the financial statements for the 1993 interim periods. In connection with the restatement the Company recorded additional goodwill and deferred tax liabilities related to acquired identified intangibles. The change did not have a material effect on net income. [DESCRIPTION] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Operating results:
Three Months Ended Six Months Ended March 31, March 31, 1994 1993 1994 1993 (Dollar Amounts in Thousands Except For Per Share Data) Revenue $ 94,923 $ 84,909 $197,010 $181,256 Percent change 11.8% 8.7% Operating expenses 75,469 69,967 152,517 143,513 Percent change 7.9% 6.3% Operating income 19,454 14,942 44,493 37,743 Percent change 30.2% 17.9% Net income 9,564 6,501 22,881 18,004 Percent change 47.1% 27.1% Earnings per share $ .41 $ .28 $ .98 $ .77 Percent change 46.4% 27.3%
Operations by line of business are as follows:
Three Months Ended Six Months Ended March 31, March 31, 1994 1993 1994 1993 (In Thousands) Revenue: Newspapers $ 58,532 $ 53,360 $122,000 $113,464 Broadcasting 20,893 18,064 43,827 40,544 Media products and services 15,498 13,485 31,183 27,248 $ 94,923 $ 84,909 $197,010 $181,256 Operating income: Newspapers $ 16,364 $ 13,748 $ 36,268 $ 32,227 Broadcasting 4,626 2,272 10,432 8,574 Media products and services 3,005 1,237 5,837 2,657 Corporate and other (4,541) (2,315) (8,044) (5,715) $ 19,454 $ 14,942 $ 44,493 $ 37,743 Depreciation and amortization: Newspapers $ 2,663 $ 2,943 $ 5,322 $ 5,906 Broadcasting 1,924 1,975 3,772 3,837 Media products and services 1,117 1,170 2,329 2,366 Corporate 118 97 242 220 $ 5,822 $ 6,185 $ 11,665 $ 12,329 Capital expenditures: Newspaper $ 3,010 $ 760 $ 6,115 $ 1,175 Broadcasting 1,393 841 2,237 1,030 Media products and services 68 64 134 292 Corporate 114 (437) 114 3,149 $ 4,585 $ 1,228 $ 8,600 $ 5,646
There were no significant non-recurring items during the quarter or six- month period ended March 31, 1994. QUARTER ENDED MARCH 31, 1994 Newspapers: Wholly-owned daily newspaper advertising revenue increased $1,879,000, 6.6%. Advertising revenue from local merchants increased $715,000, 4.3%. Local "run-of-press" advertising increased $589,000 on higher average rates and a .9% increase in advertising inches attributable to Easter occuring near the end of the second quarter of 1994 as opposed to the third quarter of 1993. Local preprint units were flat while revenue increased $126,000, 2.5%. Classified advertising revenue increased $974,000, 12.5% as a result of a 6.1% increase in units in the automotive, real estate and recruitment segments and higher average rates. Circulation revenue increased $885,000, 5.7% as a result of higher rates which offset a .4% decrease in volume. Other revenue at daily newspapers increased $1,343,000, 28.6% primarily as a result of increases in editorial fees, commercial printing, target marketing and other products delivered separately from the newspaper. Revenues from weekly newspapers, shoppers and specialty publications increased $830,000, 26.2%. Revenue from properties acquired since the beginning of the first quarter of the last fiscal year accounted for 42.0% of the increase. Compensation expense increased $1,409,000, 7.4% due to a 5.2% increase in average compensation and a 2.2% increase in the number of hours worked which includes the effect of shoppers and speciality publications acquired since the first quarter of fiscal 1993. Newsprint and ink costs increased $23,000, .4% as lower unit costs offset a $200,000 increase in newsprint used by newspapers and a $140,000 increase in newsprint used for commercial printing. Other cash costs increased $1,414,000, 11.1% which includes the effect of acquisitions, commercial printing costs and the development costs of new products. Broadcasting: Exclusive of the effects of the acquisition of KZIA-TV, Las Cruces, New Mexico, revenue for the quarter increased $2,692,000, 14.9% primarily due to the broadcast of the Winter Olympics on our five CBS affiliates. Compensation costs increased $550,000, 7.1% principally resulting from a 4.9% increase in the number of hours worked. Portland, Omaha and Huntington all expanded news programming which required additional staffing and other related costs. Film amortization for the quarter declined $224,000 primarily due to lower programming costs. Other cash costs increased $92,000, 2.1% for the quarter. Media Products and Services: Revenue and operating income increased $2,013,000 and $1,768,000, respectively, which came in large part from operations of NAPP Systems Inc. NAPP's revenues increased 13.8% due primarily to higher plate orders from customers in Europe, Asia and other international markets. This cyclical increase will not affect the basic structural change in NAPP's letterpress business where substantially all customers are expected to convert to offset or flexographic printing within the next fifteen to twenty years. Corporate and other: Costs for the quarter increased $2,226,000. Compensation and related costs increased $1,825,000. Approximately $1,100,000 of the increase related to performance based long-term incentive and other compensation accruals. Medical costs included an increase of approximately $300,000 related to large claims incurred during the quarter. Equity in Net Income of Associated Companies: Equity in net income of associated companies increased $402,000 due in part to a $235,000 increase in the net income of associated newspaper companies and the balance due to income earned by 50%-owned strategic alliances, Quality Information Systems and Consumer Target Marketing. Financial Expenses and Income Taxes: Interest expense was reduced due to payments on long-term debt. Income taxes were 42.5% of pretax income for the quarter ended March 31, 1994 and 43.6% of pretax income in the quarter ended March 31, 1993. Income taxes for the quarter ended March 31, 1994 were increased by $300,000 (for a 2.0% increase in the effective tax rate) due to proposed adjustments related to a current income tax examination. Contingencies related to the amortization of intangibles for income tax purposes increased 1993 income taxes by $300,000 (for a 2.6% increase in the effective tax rate). SIX MONTHS ENDED MARCH 31, 1994 Newspapers: Wholly-owned daily newspaper advertising revenue increased $3,142,000, 5.1%. Advertising revenue from local merchants increased $243,000, 1.1% in the first quarter and $715,000, 4.3% in the second quarter. Local "run-of-press" advertising declined $9,000 in the first quarter and increased $589,000 in the second quarter. Higher average rates were realized in both periods but did not offset the 3.8% decline in advertising inches in the first quarter. Volume increased .9% in the second quarter partly due to pre-Easter Promotional Activity. Local preprint units were flat while revenue increased $252,000, 3.9% in the first quarter and $126,000, 2.5% in the second quarter. Classified advertising revenue increased $904,000, 11.3% in the first quarter and $974,000, 12.5% in the second quarter as a result of a 9.3% first quarter and 6.1% second quarter increase in units in the automotive, real estate and recruitment segments, more advertising by individual customers, and higher average rates. Circulation revenue increased $873,000, 5.6% in the first quarter and $885,000, 5.7% in the second quarter as a result of higher rates which offset slight decreases in volume. Other revenue at daily newspapers increased $361,000 in the first quarter and $1,343,000 in the second quarter primarily as a result of increases in commercial printing, target marketing and other non-traditional products. Revenues from weekly newspapers, shoppers and specialty publications increased $1,460,000, 22.5%. Revenue from properties acquired since the beginning of the first quarter of the last fiscal year accounted for 40.2% of the increase. Compensation expense increased $2,813,000, 7.3% due to a 5.0% increase in average compensation and a 2.3% increase in the number of hours worked which includes the effect of shoppers and specialty publications acquired since the end of fiscal 1992. Newsprint and ink costs increased $162,000, 1.5% as lower unit costs only partially offset a $400,000 increase in newsprint used by newspapers and a $140,000 increase in newsprint used for commercial printing. Other cash costs increased $2,103,000, 8.0% which includes the effect of acquisitions, commercial printing costs and the development costs of new products. Broadcasting: Exclusive of the effects of the acquisition of KZIA-TV, Las Cruces, New Mexico, revenue for the six months increased $3,000,000, 7.4% as increases in local and national advertising including the effect of broadcasting the Winter Olympics on our five CBS affiliates more than offset the loss of $2,300,000 in political advertising received during last year's national political campaign. Compensation costs increased $1,240,000, 8.1% due primarily to an increase in average compensation and a 3.3% increase in the number of hours worked. Portland, Omaha and Huntington all expanded news programming which required additional staffing and other related costs. Film amortization declined $471,000 primarily due to lower programming costs. Other cash costs increased $392,000, 4.4% for the six month period. Media Products and Services: Revenue and operating income increased $3,935,000 and $3,180,000, respectively, which came in large part from operations of NAPP Systems Inc. NAPP's revenues increased 13.7% due primarily to higher plate orders from North American customers who are experiencing economic recovery compared to a year ago and increases in sales to international customers, due in part to the new distribution arrangements with former customers of BASF. This cyclical increase will not affect the basic structural change in NAPP's letterpress business where substantially all customers are expected to convert to offset or flexographic printing within the next fifteen to twenty years. Equity in Net Income of Associated Companies: Equity in net income of associated companies increased $709,000 due in part to a $472,000 increase in the net income of associated newspaper companies, with the balance due to income earned by 50%-owned strategic alliances, Quality Information Systems and Consumer Target Marketing. Financial Expense and Income Taxes: Interest expense was reduced due to payments on long-term debt. Income taxes were 40.8% of pretax income for the six months ended March 31, 1994 and 41.7% of pretax income in the six months ended March 31, 1993. Contingencies related to the amortization of intangibles for income tax purposes increased 1993 income taxes by $609,000 (for a 2.0% increase in the effective tax rate). Liquidity and capital resources: Cash provided by operations, which is the Company's primary source of liquidity, generated $41,976,000 for the six months ended March 31, 1994. Cash provided by operations for the six months ended March 31, 1993 was reduced by $7,749,000 due to the distribution of account balances of the Company's Deferred Compensation Unit Plan. Available cash balances and cash flow from operations provide adequate liquidity. Covenants related to the Company's credit agreements are not considered restrictive to operations and anticipated stockholder dividends. LEE ENTERPRISES, INCORPORATED PART II. OTHER INFORMATION [DESCRIPTION] Item 4. Submission of matters a vote of security holders (a) The annual meeting of the Company was held on January 28, 1994. (b) J.P. Guerin, Charles E. Rickershauser and Mark Vittert were reelected directors for a three-year term expiring at the 1997 annual meeting. Harry A. Fischer, Jr. was reelected as a director for a one-year term expiring at the 1995 annual meeting. Directors whose terms of office continued after the meeting include: Rance E. Crain, Richard D. Gottlieb, Phyllis Sewell, Andrew E. Newman, Ronald L. Rickman, Lloyd G. Schermer, and Richard W. Sonnenfeldt. (c) No other matters were voted upon at the meeting. Votes were cast for nominees for director as follows: For Against J.P. Guerin 71,515,102 1,490,547 Charles E. Rickershauser 71,515,111 1,490,538 Mark Vittert 71,314,120 1,691,529 Harry A. Fischer 71,281,932 1,723,717 Votes withheld abstentions and broker non-votes were not significant. (d) Not applicable. [DESCRIPTION] Item 6. Exhibits and Reports on Form 8-K (a) Exhibits: Exhibit 11 - Computation of Earnings Per Share (b) There were no reports on Form 8-K filed during the quarter for which this report is filed. 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. LEE ENTERPRISES, INCORPORATED DATE May 9, 1994 /s/ G. C. Wahlig G. C. Wahlig, Chief Accounting Officer [DESCRIPTION] LEE ENTERPRISES, INCORPORATED PART I. EXHIBIT 11 Computation of Earnings Per Common Share (In Thousands Except Per Share Amounts)
Three Months Ended Six Months Ended March 31, March 31, 1994 1993 1994 1993 (Unaudited) Net income applicable to common shares $ 9,564 $ 6,501 $ 22,881 $ 18,004 Shares: Weighted average common shares outstanding 23,103 23,189 23,104 23,172 Dilutive effect of certain stock options 358 302 357 336 Average common shares outstanding as adjusted 23,461 23,491 23,461 23,508 Earnings per common share $ .41 $ .28 $ .98 $ .77