SecProbe.io

January 3 , 2013

Via E-Mail
Mr. Carl G. Schmidt
Chief  Financial  Officer
Lee Enterprises Inc.
201 North Harrison Street
Suite 600
Davenport, IA 52801 -1939

Re: Lee Enterprises , Inc.
 Form 10-K for the year ended September 30, 2012
Filed December 14 , 2012
  File No.  001-06227

Dear  Mr. Schmidt :

We have reviewed your filing  and have the following comments .  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advising us when you will provide the requested
response.   If you do not  believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewing the information you provide in response to these  comments, we may
have additional comments.

Item 7.  Management’s Discussion and Analysis of Financial Condition and Results of
Operations
Critical Accounting Polices, page 21
Goodwill and Other Intangible Assets

1. We note your section on critical accounting policies.  It appears that the items inclu ded in
this section are a mere repetition of the significant accounting policies section of your
financial statements.  Pursuant to FR -72, this section is intended to focus on the
sensitivity aspects of your critical accounting policies, that is, the likel ihood that
materially different amounts would be reported under different conditions or
assumptions.  In making disclosures under FR -72, registrants need not repeat information
that is already included in the financial statements or other sections of the f iling.  In light

Mr. Carl G. Schmidt
Lee Enterprises Inc.
January 3 , 2013
Page 2

 of the significance of goodwill and intangible assets to your balance sheet, which
represented approximately 65% of total assets at the latest balance sheet date presented,
and the fact that your aggregate revenues have decreased in each o f the three most recent
fiscal years presented in your financial statements, please consider revising this section to
provide a sensitivity analysis explaining how the use of different assumptions in your
impairment analysis of goodwill and other intangibl e assets could potentially impact the
overall results of your impairment assessment. This sensitivity analysis could explain
how the use of different discount rates, future changes in  revenues and expense estimates ,
and other assumptions used in your impa irment testing could impact the results of your
analysis.

Consolidated Statements of Operations and Comprehensive Income, page 49

2. Your current presentation of other comprehensive income in your consolidated statement
of operations and comprehensive inco me does not comply with the guidance outlined in
ASC 220 -10-45. As outlined in ASC 220 -10-45-1(b), an entity reporting comprehensive
income in a single continuous financial statement as you have done shall present a total
amount for comprehensive income to gether with the components that make up other
comprehensive income. Please revise your consolidated statements of operations and
comprehensive income to disclose the various components of comprehensive income in
this financial statement.

3. In a related matt er, we note that the Company has net income attributable to non -
controlling interests. As outlined in ASC 220 -10-45-5, if an entity has an outstanding
non-controlling interest , amounts for both comprehensive income attributable to the
parent and comprehensi ve income attributable to the non -controlling interest in a less
than wholly owned subsidiary , should be reported on the face of the financial statement
in which comprehensive income is presented, in addition to presenting consolidated
comprehensive income.  Please revise your presentation accordingly.

4. We note that the Company recognized reorganization costs aggregating $37,765 during
fiscal 2012 in connection with its Chapter 11 proceedings. Given the materiality of such
costs to your results of operations for the period, please tell us and revise MD&A and the
notes to your financial statements to explain the nature and amounts of the costs included
in reorganization costs in your 2012 statement of operations and comprehensive income.

Mr. Carl G. Schmidt
Lee Enterprises Inc.
January 3 , 2013
Page 3

 Consolidated Statements of Stockholders’ Equity (Deficit ), page 52

5. Please revise your consolidated statement of stockholders equity (deficit) or the notes to
your financial statements to include a reconciliation of the beginning and end of period
carrying amount of total equity attributable to your non -controlling interest. Refer to the
guidance outlined in ASC 810 -10-50.

Note 1. Significant Accounting Policies, page 54

6. We note from the disclosures provided in MD&A and in Note 1 to the financial
statement s that the Company has not provided any disclosure as to how any recently
issued accounting pronouncements may impact its financial statements in future periods.
In future filings, please revise MD&A and the notes to the financial statements to discuss
how any recently issued accounting standards or pronouncements may impact your
financial statements. Refer to the guidance outlined in SAB Topic 11:M.

Note 2.  Discontinued Operations, page 59

7. In light of the materiality of the gain from the sale of discont inued operations of the
North County Times in October 2012, please tell us and expand your disclosure to
indicate how you calculated the gain from this transaction pursuant to ASC 205 -20.  As
part of your response, please present your calculation in a tabl e that indicates all items
considered in your calculation.  Also, please revise the notes to your financial statements
to include a description of the facts and circumstances that lead to the disposal and
disclose the carrying amounts of the major classes of assets and liabilities that were
included as part of the disposal group. Refer to the guidance in ASC 205 -20-50.

Note 5. Debt, page 62
2nd Lien Agreement
Covenants and Other Matters

8. We note from the disclosure included in note 5 that the 2nd Lien Lend ers shared in the
issuance of 6,743,640 shares of your common stock valued at $9,576,000.  Please tell us
and explain in the notes to your financial statements how you valued and accounted for
the issuance of these shares in the Company’s financial stateme nts.

Mr. Carl G. Schmidt
Lee Enterprises Inc.
January 3 , 2013
Page 4

Other, page 66

9. We note from the disclosure in the third paragraph on page 67 that debt under the plan
was considered compromised and as a result, the 1st Lien Agreement, 2nd Lien Agreement
and the Pulitzer Notes were recorded at their respective pre sent values which resulted in a
discount to the stated amount totaling $23,709,000. Please tell us and explain in Note 5
how you determined the related discount rates used to determine the present values of
such obligations.

Note 16.  Commitments and Con tingent Liabilities
Redemption of PD LLC Minority Interest, page 81

10. We note that in connection with the Notes Amendment and PD LLC’s redemption of the
5% interest in PD LLC and DS LLC owned by The Herald Company (“Herald Inc.”) ,
conforming amendments were made to the Operating Agreement. We also note that as a
result, Herald’s former interest will be settled at a date determined by Herald between
April 2013 and April 2015, based on a calculation of 10% of the fair market value of PD
LLC and DS LLC at the ti me of settlement, less the balance, as adjusted of the Pulizer
Notes or the equivalent successor debt if any. We further note that in 2009, the Company
recorded a liability of $2,300,000 as an estimate of the amount of the Herald value to be
disbursed and in 2011 this liability was reduced to $300,000 based on the current
estimate of fair value. Please tell us the nature of the changes in facts, circumstances or
assumptions that resulted in the decline of this liability to $300,000 during 2011. Also,
please  explain how the offset to the decline in this liability was accounted for in the
Company’s financial statements.

Other

11. Please note that when reference to the work of other auditors is included in the report of
the independent registered public accounting firm, the separate report of the firm
performing the referenced work should be included in the filing in accordance with  Rule
2-05 of Regulation S -X.  In future filings, please include the report of the other auditors
within the filing rather than as Exhibit 23.3 to the filing.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the f iling to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require .  Since the company and its management are

Mr. Carl G. Schmidt
Lee Enterprises Inc.
January 3 , 2013
Page 5

 in possession of all facts relating to a company’s disclosure, they ar e responsible for the accuracy
and adequacy of the disclosures they have made.

In connection with responding to our comments, please p rovide, in writing, a statement
from the company acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the United States.

You may contact Effie Simpson at (202) 551 -3346 , or in her absence, the undersigned  at
(202) 551 -3750 if you have questions regarding comments on the financial statements and
related matters.  Please contact the undersigned at (202) 551 -3750 with any other questions.

Sincerely,

 /s/ Linda Cvrkel

Linda Cvrkel
Branch Chief