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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

900 North Tucker Boulevard,

(314) 340-8000

Securities registered pursuant to Section 12(b) of the Act: Common Stock,

Securities registered pursuant to Section 12(g) of the Act: None

     Indicate by checkmark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act).

     The number of shares of Common Stock, $.01 par value, and Class B Common Stock, $.01 par value, outstanding as of February 27, 2004, was 9,816,310 and 11,736,592, respectively.

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DOCUMENTS INCORPORATED BY REFERENCE

Portions of the registrant’s definitive Proxy Statement to be used in connection with its Annual Meeting of Stockholders to be held on April 27, 2004, are incorporated by reference into Part III of this Report.

      The registrant’s fiscal year ends on the last Sunday of the calendar year. For 2003, the Company’s fiscal year began on December 30, 2002 and ended on December 28, 2003. In 2003, 2002 and 2001, the fourth quarter was 13 weeks and the year was 52 weeks. For ease of presentation, the Company has presented December 31 as the year-end. Except as otherwise stated, the information in this Report on Form 10-K is as of December 28, 2003.

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ITEM 1. BUSINESS.

Introduction

      Pulitzer Inc. (together with its subsidiaries and affiliated entities, the “Company”) is a newspaper publishing company with integrated Internet operations in 14 United States markets, the largest of which is St. Louis, Missouri. For fiscal 2003, the Company’s St. Louis operations contributed approximately 72 percent of reported revenue.

      Pulitzer Inc. is the successor to the company founded by the first Joseph Pulitzer in 1878 to publish the original St. Louis Post-Dispatch (the “Post-Dispatch”). The Company and its predecessors have operated continuously since 1878 with the involvement of the Pulitzer family. Michael E. Pulitzer, a grandson of the founder, currently serves as Chairman of the Board of the Company.

      The Company’s newspaper holdings include operations in St. Louis, Missouri, where its subsidiary, St. Louis Post-Dispatch LLC (“PD LLC”), publishes the Post-Dispatch, the only major daily newspaper serving the greater St. Louis metropolitan area, and in Tucson, Arizona, where its subsidiary, Star Publishing Company (“Star Publishing”), publishes the Arizona Daily Star (the “Star”). In Tucson, Star Publishing shares, on an equal basis, the combined results of the Star and the Tucson Citizen (the “Citizen”), published by the Gannett Co., Inc. (“Gannett”).

      The St. Louis newspaper operations include the Suburban Journals (the “Suburban Journals”), acquired by Suburban Journals of Greater St. Louis LLC in August 2000. The Suburban Journals are a group of 38 weekly papers and various niche publications that focus on providing local news and editorial content to the communities that they serve and have a combined average weekly distribution of 1.3 million.

      As a result of the May 1, 2000, transaction that created PD LLC, PD LLC operates the Post-Dispatch. Pulitzer Inc. and one of its subsidiaries hold a 95 percent interest in the results of PD LLC operations. Prior to May 1, 2000, Pulitzer Inc. shared the operating profits and losses of the Post-Dispatch on a 50-50 basis with The Herald Company, Inc. (“Herald”). See — Agency Agreements.

      Pulitzer Inc.’s wholly owned subsidiary, Pulitzer Newspapers, Inc. (“PNI”), and its subsidiaries (collectively, the “PNI Group”) publish 12 dailies that serve markets in the Midwest, Southwest and West, as well as more than 65 weekly newspapers, shoppers and niche publications. The PNI Group’s 12 daily newspapers had a combined average daily circulation of approximately 188,000 at the date of the most recent ABC published statements.

      During 2003 the PNI Group acquired several weekly newspapers and specialty publications (in separate transactions), that complement its daily newspapers in several markets, principally in Napa, California; Provo, Utah; Coos Bay, Oregon; and Rhinelander, Wisconsin. The PNI Group also acquired several weekly newspapers (in separate transactions) in 2002 and 2001. The 2003, 2002, and 2001 acquisitions are collectively referred to as the “PNI Acquisitions.” In January 2001, the PNI Group acquired, in an asset purchase, The Lompoc Record, a daily newspaper located in Lompoc, California. In 2001, the PNI Group sold its daily newspaper located in Troy, Ohio, and its weekly newspaper property in Petaluma, California (collectively, the “Sale Transactions”). The operating results of the newspapers divested in the Sale Transactions are presented as discontinued operations in the Company’s consolidated financial statements included in Item 8 of this Annual Report on Form 10-K.

Initial Capitalization

      Pulitzer Inc. was capitalized on March 18, 1999, with approximately $550 million in cash and all the other assets (other than broadcast assets) of Pulitzer Publishing Company (“Old Pulitzer”) as a result of the Spin-off (as defined below) and, through its subsidiaries and affiliated entities, is now operating the principal newspaper publishing and related new-media businesses formerly operated by Old Pulitzer (including subsidiaries) and certain other newspapers acquired since the Broadcast Transaction (as defined below). Pulitzer Inc. was organized as a corporation in 1998 and, prior to the Spin-off, was a wholly owned subsidiary

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of Old Pulitzer. Prior to the Broadcast Transaction, Old Pulitzer was engaged in newspaper publishing and television and radio broadcasting.

      Pursuant to an Amended and Restated Agreement and Plan of Merger, dated as of May 25, 1998 (the “Merger Agreement”), by and among Old Pulitzer, Pulitzer Inc. and Hearst-Argyle Television, Inc. (“Hearst-Argyle”), on March 18, 1999, Hearst-Argyle acquired, through the merger (the “Merger”) of Old Pulitzer with and into Hearst-Argyle, Old Pulitzer’s television and radio broadcasting operations (collectively, the “Broadcasting Business”) in exchange for the issuance to Old Pulitzer’s stockholders of 37,096,774 shares of Hearst-Argyle’s Series A common stock. Old Pulitzer’s Broadcasting Business consisted of nine network-affiliated television stations and five radio stations owned and operated by Pulitzer Broadcasting Company and its wholly owned subsidiaries. Prior to the Merger, Old Pulitzer’s newspaper publishing and related new media businesses were contributed to the Company in a tax-free “spin-off” to Old Pulitzer stockholders (the “Spin-off”). The Merger and Spin-off are collectively referred to as the “Broadcast Transaction.”

      Old Pulitzer’s historical basis in its newspaper publishing and related new-media assets and liabilities has been carried over to the Company. The Broadcast Transaction represents a reverse-spin transaction and, accordingly, the Company’s results of operations for periods prior to the consummation of the Broadcast Transaction are identical to the historical results previously reported by Old Pulitzer.

      The net liability balance of the Broadcasting Business as of March 18, 1999, including $700.0 million of Broadcast Debt, was contributed to “Additional Paid-in Capital” of Pulitzer Inc. at the time of the Merger.

Historical Financial Information

      The Company’s revenues are derived primarily from advertising and circulation, which have respectively averaged approximately 78.2 percent and 20.1 percent of total revenue over the last five years. Advertising rates and rate structures and resulting revenues vary among publications based, among other things, on circulation, type of advertising, local market conditions and competition. The following table sets forth certain historical financial information regarding the Company’s operations for the periods and at the dates indicated.

(1)	Certain reclassifications have been made to the prior years’ consolidated financial statements to conform to the 2003 presentation.

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(2)	The year ended December 31, 2000, includes an extra week of operations resulting from a 53-week year. All other years presented include 52 weeks of operations.
(3)	In 1999 Old Pulitzer recorded expense of $26.7 million representing the cost of stock option cash-outs and bonuses paid to publishing employees in connection with the Broadcast Transaction. See Item 3 “Legal and Regulatory Proceedings” for additional information on the Broadcast Transaction.
(4)	Includes St. Louis Agency adjustments of $9.4 million and $25.0 million in 2000 and 1999, respectively. See Item 1. Business — “Agency Agreements” and Item 7. — “PD LLC Operating Agreement” for additional information on the St. Louis Agency adjustment.

Operating Strategy

      The Company’s long-term operating strategy is to maximize revenue and operating income growth at each of its operations through maintenance of editorial excellence, leadership in local news, a focus on local advertisers, and prudent control of costs. Management believes that editorial excellence and leadership in local news will, over the long-term, allow the Company to maximize its share of audience and advertising revenue in each of its respective markets. In addition, providing a portfolio of products designed to serve each market area through integrated print and online media is a principal component of the Company’s goal to strengthen its franchises. The responsibility for developing and implementing a newspaper’s business strategy rests with local managers while corporate executives provide guidance and allocate resources.

      The Company has developed new-media operations that are designed to enhance, complement and add value to its traditional newspaper publishing businesses by providing consumer and advertiser services through electronic dissemination of information via the Internet. At the center of the Company’s Internet strategy are the websites developed in conjunction with the Company’s newspaper properties. Each of the websites takes full advantage of the newspapers’ extensive knowledge about and news coverage of the communities they serve, strong advertiser and newspaper reader relationships and substantial marketing expertise to produce in-depth, relevant, and locally focused online publications. The Company’s objective in these operations is to attract a wider audience to generate revenues in support of its publishing franchises.

      The Company complements its internal growth strategies with a disciplined and opportunistic acquisition strategy that is focused on acquiring publishing properties that the Company believes are a good fit with its operating strategy, possess attractive growth potential, generate strong cash flows and will offer an attractive return on investment. Management believes generally that the Company’s reputation, financial position, cash flow and capital structure, among other factors, will assist the Company in pursuing acquisitions.

      The Company believes that cost controls are an important tool in the management of media properties that are subject to significant fluctuations in advertising volume. The Company believes that prudent control of costs will permit it to respond quickly when positive operating conditions offer opportunities to expand market share and profitability and, alternatively, when deteriorating operating conditions require cost reductions to protect profitability. The Company’s disciplined budgeting process is one of the key elements in controlling costs.

      The Company operates in the Midwest, Southwest and Western regions of the United States, although 72 percent of 2003 total revenues were generated by the St. Louis operations.

St. Louis Operations

      The Company’s subsidiaries serve the greater St. Louis metropolitan area with the daily Post-Dispatch, the Suburban Journals weekly newspapers, STLtoday.com, a local news and information web site, and STL Distribution Services LLC (“DS LLC”), a local distribution company. St. Louis is currently the 18th largest metropolitan statistical area in the United States with a population of approximately 2.7 million. The following

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table sets forth the combined operating revenues from continuing operations of all the Company’s St. Louis operations for the past five years.

(1)	Beginning in August 2000, the operating revenues include the Suburban Journals. In addition, the year ended December 31, 2000, includes an extra week of operations resulting from a 53-week fiscal year. All other years presented include 52 weeks of operations.
(2)	Advertising includes revenues from preprinted inserts and online advertising.

St. Louis Post-Dispatch

      Founded in 1878 by the first Joseph Pulitzer, and celebrating its 125-year anniversary in December 2003, the Post-Dispatch has a long history of reporting and editorial excellence and innovation in newspaper publishing under the direction of the Pulitzer family. The Post-Dispatch is a morning daily and Sunday newspaper serving primarily the greater St. Louis metropolitan area. The Post-Dispatch has won 17 Pulitzer prizes in its 125 years of continuous publication.

      As a result of the May 1, 2000 transactions that created PD LLC, Pulitzer Inc. and one of its subsidiaries hold a 95 percent interest in the results of operations of PD LLC and Herald holds a 5 percent interest. Prior to May 1, 2000, under the terms of the St. Louis Agency Agreement, which had governed the operations of the Post-Dispatch since 1961, Pulitzer Inc. and Herald generally shared the Post-Dispatch’s operating profits and losses, as well as its capital expenditures, on a 50-50 basis. See “Agency Agreements.”

      The following table sets forth for the past five years certain circulation and advertising information for the Post-Dispatch.

(1)	Amounts for 2003 are based on internal records of PD LLC for the twelve-month period ended September 30. Amounts for prior years are based on ABC Audit Reports for the twelve-month periods ended September 30.
(2)	Part run inches represent advertisements that are published in selected copies (i.e., less than the full press run) of a daily edition of the newspaper to specifically target certain geographic locations. The

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	advertisements typically appear in a special news and advertising sections designed specifically for the targeted geographic locations.

      The Post-Dispatch is printed at two computerized facilities equipped with a total of six presses. The writing, editing and composing functions have been computerized, increasing efficiency and reducing workforce requirements. The Post-Dispatch has sufficient press capacity to meet current and projected circulation, advertising and editorial requirements.

      The Post-Dispatch is distributed primarily through independent home delivery carriers and single copy dealers (contracted directly by the Post-Dispatch or through DS LLC). Home delivery accounted for approximately 75 percent of circulation for the daily Post-Dispatch and approximately 59 percent of circulation for the Sunday edition during 2003. In order to build a stronger, more direct relationship with readers of the Post-Dispatch, PD LLC has purchased a number of circulation routes from independent carriers and dealers over the past five years, and it may continue to purchase additional routes from time to time in the future. As of December 31, 2003, PD LLC owned approximately 70 percent of its circulation routes covering approximately 70 percent of the Post-Dispatch’s home delivery and approximately 75 percent of single copy distribution. In 2002 PD LLC began direct billing of the majority of its home delivery subscribers.

Suburban Journals of Greater St. Louis

      With the addition of the Suburban Journals in August 2000, the Company’s St. Louis newspaper operations now include a group of 38 weekly papers and various niche publications that provide comprehensive community-oriented local news packages to the communities that they serve. The publications primarily represent controlled-distribution newspapers and, depending on the community served, are published one to three times per week. In December 2003 the Suburban Journals had a combined average weekly distribution of approximately 1.3 million, some of which is duplicated, delivered by independent carriers to homes and outlets.

      The Suburban Journals are organized by geographic area into nine publication groups throughout the St. Louis metropolitan area. Each group has a news and advertising staff based in its local community and is managed by a local publisher. The groups are supported by centralized production facilities, distribution systems and administrative services. In addition, a centralized advertising department provides sales support for classified, national and major/regional advertisers that wish to target readers across several publication groups.

      The Suburban Journals are printed at two facilities equipped with a total of three presses. The writing, editing and composing functions have been computerized, increasing efficiency and reducing workforce requirements.

      The Suburban Journals and the Post-Dispatch and STLtoday.com have contracted to permit the cross-sale of advertising products into each publication and STLtoday, allowing for increased sales efforts and greater operating efficiencies in the St. Louis marketplace.

St. Louis Internet Operations

      STLtoday.com (www.STLtoday.com) and other affiliated local Web sites provide the St. Louis metropolitan area with comprehensive news, business, sports, entertainment and neighborhood information. The sites also feature enhanced online advertiser services in the three major classified advertising categories — automotive, real estate and help wanted. In addition, the Web sites offer St. Louis at Work — a regional workforce initiative which brings together a public-private partnership to attract, train and retain a multi-skilled talent pool for the metro area. As a part of the initiative, PD LLC created stlouisatwork.com to become the online career destination for regional employers and job candidates and conducted an online auction supported by print advertising, both demonstrating PD LLC’s plans for future integration of print and online activities. The Company expects activities of this nature to continue. The following table sets forth page view

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statistics and the percentage change compared to comparable periods in 2002 for the combined St. Louis Web sites.

(1)	A “page view” occurs when a web server provides a Web page to a Web site visitor.

STL Distribution Services Operations

      Pulitzer Inc. and one of its subsidiaries hold a 95 percent interest in the results of operations of DS LLC, a distribution company that delivers periodicals for the Post-Dispatch, The Ladue News and product samples, telephone books and periodicals for other distribution clients throughout the St. Louis Metropolitan area.

Pulitzer Newspapers, Inc.

      The PNI Group publishes 12 daily newspapers that serve markets in the Midwest, Southwest and West, as well as more than 65 weekly newspapers, shoppers and niche publications associated with its daily newspapers. The PNI Group’s daily newspapers publish morning or afternoon editions during the week and, generally, morning editions on the weekend. Home delivery through independent contract carriers accounts for a significant portion of each newspaper’s circulation. The 12 daily newspapers in the PNI Group, ranked in order of daily circulation based on ABC Publisher’s Statements for the six-month period ended September 30, 2003 (except where noted), are:

(1)	Sunday circulation represents the weekend edition of The (Coos Bay) World, which is published on Saturdays.
(2)	Amounts are based on the internal records of the Company.

      Collectively, the markets served by the PNI Group exceed U.S. averages in such key measures as annual population and household growth rates, and average retail spending per household. PNI publishers work within a decentralized environment and are given substantial autonomy to operate their newspapers. Publishers do share a set of broad strategic priorities which include advertising market share growth, circulation copies growth, e-media audience and revenue growth and growth in profits and margins and are encouraged to share best ideas with one another.

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      The following table sets forth the operating revenues from continuing operations of the PNI Group for the past five years.

(1)	In January 2000, the PNI Group acquired The Pantagraph which operates in Bloomington, Illinois. In addition, the year ended December 31, 2000 includes an extra week of operations resulting in a 53-week year. All other years presented include 52 weeks of operations.

PNI Internet Operations

      The PNI Group operates Web sites in each of its markets providing viewers with local news, sports and entertainment content and enhanced online advertiser services featuring the three major classified advertising categories — automotive, real estate and help wanted. The PNI Group generates revenue from online advertising and from service and transaction fees.

      The following table sets forth the total page views for the combined PNI Group Web sites in 2003 and the fourth quarter thereof and the respective percentage changes in page views from the comparable periods in 2002.

(1)	A “page view” occurs when a web server provides a Web page to a Web site visitor.
(2)	Beginning in January 2003, the PNI Group changed the manner in which it records page view data. 2003 data may not be comparable with 2002 reported results.

Tucson Operations

      Founded in 1877, the Star is published in Tucson, Arizona, by Pulitzer Inc.’s wholly owned subsidiary, Star Publishing Company. The Star, a morning and Sunday newspaper, and the Citizen, an afternoon newspaper owned by Gannett, are southern Arizona’s leading dailies. The Star and the Citizen are published through an agency operation (the “Tucson Agency”) pursuant to an Agency Agreement, dated March 28, 1940, as amended and restated (the “Tucson Agency Agreement”). In 2003 the Star and the Citizen had a combined weekday circulation of approximately 137,000 and a Sunday circulation of approximately 171,000 delivered by independent carriers to homes and single-copy outlets. Tucson is currently the 55th largest metropolitan statistical area in the United States with a population of approximately 844,000.

      The Tucson Agency operates through TNI Partners, an agency partnership that is equally owned by Star Publishing and Gannett. TNI Partners is responsible for all aspects of the business of the two newspapers other than editorial opinion and gathering and reporting news. The net income or net loss of TNI Partners is allocated equally to the Star and the Citizen. The Company reports its 50 percent share of TNI Partners’ operating results as a single component of operating income in its consolidated statement of income.

      As a result of the Tucson Agency, the financial performance of Star Publishing is directly affected by the operations and performance of both the Star and the Citizen.

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      The following table sets forth certain information concerning circulation and combined advertising linage of the Star and the Citizen and operating revenues of TNI Partners for the past five years.

(1)	Amounts for 2003 are based on the internal records of Star Publishing. Amounts for prior years are based on ABC Audit Reports for the 52-week period ended December 31.
(2)	Part run inches represent advertisements that are published in selected copies (i.e., less than the full press run) of a daily edition of the newspaper to specifically target certain geographic locations. The advertisements typically appear in special news and advertising sections designed specifically for the targeted geographic locations.

      The Star and the Citizen are printed at TNI Partners’ computerized facility equipped with two eight-unit Metro offset presses. The writing, editing and composing functions have been computerized, increasing efficiency and reducing workforce requirements.

      “Starnet,” Star Publishing’s Web site (www.azstarnet.com), and Citizen’s Web site (www.tucsoncitizen.com) serve the Tucson metropolitan area with local news, sports and entertainment content and enhanced online advertiser services featuring the three major classified advertising categories — automotive, real estate and help wanted. In addition, the Web sites also serve as a city portal, providing community information and acting as a community center and marketplace, enabling businesses and individuals to build relationships with each other and the Star and Citizen. The Web sites generate revenue from online advertising and from service and transaction fees, all of which are included in TNI Partners’ other operating revenue.

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      The following table sets forth the total page views for the Tucson Agency Web sites in 2003 and the fourth quarter thereof and the percentage changes in page views from the comparable periods in 2002.

(1)	A “page view” occurs when a web server provides a Web page to a Web site visitor.

Acquisition Strategy

      One of the Company’s growth strategies has been a disciplined acquisition program. In evaluating acquisition opportunities, the Company generally requires that candidates: (i) be in businesses related to the Company’s core competencies; (ii) have strong cash flows; (iii) possess good growth or economic characteristics, (iv) offer a clustering opportunity with respect to present or future properties; (v) provide an opportunity for its disciplined management approach to add value; and (vi) offer a reasonable return on investment.

Agency Agreements

      The Newspaper Preservation Act of 1970 permits joint operating agreements between newspapers under certain circumstances without violation of the Federal antitrust laws. Agency agreements generally allow newspapers operating in the same market to share certain printing and other facilities and to pool certain revenues and expenses in order to decrease aggregate expenses and thereby allow the continuing operation of multiple newspapers in the same market. Newspapers in 12 cities operate under joint operating or agency agreements.

      St. Louis Agency. As a result of the May 1, 2000 transaction which created PD LLC, Pulitzer Inc. and one of its subsidiaries hold a 95 percent interest in the results of operations of PD LLC, and Herald holds a 5 percent interest. Prior to May 1, 2000, under the terms of the St. Louis Agency Agreement, which had governed the operations of the Post-Dispatch since 1961, Pulitzer Inc. and Herald generally shared the Post-Dispatch’s operating profits and losses, as well as its capital expenditures, on a 50-50 basis. Under the St. Louis Agency Agreement, for fiscal 2000 (for operating results through April 30, 2000) and 1999 Pulitzer Inc. paid Herald $9.4 million and $25.0 million, respectively, for Herald’s share of the operating income of the St. Louis Agency.

      Tucson Agency. The Tucson Agency Agreement has, since 1940, governed the joint operations of the Star and Citizen. TNI Partners, as agent for Star Publishing and Gannett, is responsible for advertising and circulation, printing and delivery and collection of all revenues of the Star and the Citizen. The Board of Directors of TNI Partners presently consists of three directors chosen by Star Publishing and three chosen by Gannett. Budgetary, personnel and other non-news and editorial policy matters, such as advertising and circulation policies and rates or prices, are determined by the Board of Directors of TNI Partners. Each newspaper is responsible for its own news and editorial content. Revenues and expenses are recorded by TNI Partners, and the resulting profit is generally split 50-50 between Star Publishing and Gannett. The Company reports its 50 percent share of TNI Partners’ operating results as a single component of operating income in its consolidated statements of income. Both partners have certain administrative costs that are borne and reported separately. As a result of the Tucson Agency, the Star and the Citizen benefit from increases and can be adversely affected by decreases in each other’s circulation.

      The current term of the Tucson Agency Agreement expires on June 1, 2015, but it contains an option, which may be exercised by either party, to renew the agreement for successive periods of 25 years each.

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Competition

      Company publications compete for readership and advertising revenues in varying degrees with other metropolitan, suburban, neighborhood and national newspapers and other publications as well as with television, radio, cable, Internet, online services and other new-media technologies, direct mail, yellow page directories, billboards and other news and advertising media. Competition for advertising is based on audience size and composition, circulation levels, readership demographics, price and advertiser results. Competition for circulation is generally based on the content, journalistic quality and price of the publication. Competition for circulation and advertising may include some or all of the following: paid suburban daily newspapers, independently owned community newspapers and shoppers, yellow pages and direct mail advertisers. The community newspapers and shoppers and direct mail companies generally target selected geographic markets throughout their respective distribution areas.

      Due to the agency relationship existing in Tucson, the Star and the Citizen cannot be viewed as competitors for advertising or circulation revenues. The Star and the Citizen compete primarily against other media and suburban, neighborhood and national newspapers and other publications.

Raw Materials

      The primary raw material used in the Company’s operations is newsprint, representing 12.0 percent to 15.7 percent of operating expenses over the last five years. For 2003, the Company consumed approximately 102,000 metric tonnes of newsprint, including its 50 percent share related to the operations of TNI Partners. Based on the Company’s current level of newspaper operations, expected annual newsprint consumption for 2004 is estimated to be in the range of 103,000 metric tonnes. Historically, newsprint has been subject to significant price fluctuations from year to year, unrelated in many cases to general economic conditions. In the last five years, the Company’s average annual cost per metric tonne of newsprint has varied from its lowest price by approximately 27.8 percent. For every one-dollar change in the Company’s average annual cost per metric tonne of newsprint, 2004 pre-tax income would change by approximately $103,000, assuming annual newsprint consumption of 103,000 metric tonnes. The Company attempts to obtain the best price available by combining newsprint purchases for its different newspaper locations with those of other newspaper companies. The Company considers its relationship with newsprint producers to be good. The Company has not entered into derivative contracts for newsprint.

Employees

      At December 31, 2003, the Company had approximately 3,800 full-time equivalent employees working at its operations, including TNI Partners. At the Post-Dispatch in St. Louis, unions represent approximately 77 percent of employees. The Company considers its relationship with its employees to be good.

      The Post-Dispatch has contracts with substantially all of its production unions with expiration dates ranging from August 2004 through February 2010. The Post-Dispatch is currently in contract negotiations with two unions: the St. Louis Newspaper Guild (“Newspaper Guild”), covering approximately 590 newsroom, sales and certain administrative employees, and the Graphics Communications International Union (“GCIU”) Local No. 505, covering less than 20 production employees. The Newspaper Guild contract expired in January 2003, but has remained in effect under an “evergreen” contract provision. The GCIU contract expired in September 2002. All Post-Dispatch labor contracts contain no-strike clauses.

      TNI Partners’ contract with Tucson Graphic Communications Union Local No. 212, covering certain pressroom employees, expires on May 31, 2005.

INTERNET INFORMATION

      Copies of the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 are available free of charge through the Company’s Web site

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(www.pulitzerinc.com) as soon as reasonably practicable after the Company electronically files the reports with, or furnishes them to, the Securities and Exchange Commission.

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GOVERNANCE

      Additionally, the Company’s Code of Ethics for Senior Financial Officers, Code of Business Conduct and Ethics, Corporate Governance Guidelines, Audit Committee Charter, Compensation Committee Charter, Corporate Governance Committee Charter and Nominating Committee Charter are available on the Company’s website at www.pulitzerinc.com. Copies of these documents also are available in print to any stockholder who requests a copy. The Company intends to disclose any amendments to, or waivers granted with respect to, a provision of the Code of Ethics for Senior Financial Officers on the Company’s website within five business days following the date of the amendment or waiver

      Effective January 29, 2004, the Board of Directors of Pulitzer Inc., in accordance with the listing standards of the New York Stock Exchange, elected to avail itself of the exemption for a “controlled company” and determined that it need not have a majority of independent directors on its Board or have compensation, corporate governance, and nominating committees composed entirely of independent directors.

ITEM 2. PROPERTIES

      The corporate headquarters of the Company are located at 900 North Tucker Boulevard, St. Louis, Missouri. The general character, location and approximate size of the principal physical properties used by the Company for its newspaper publishing and related new-media businesses at December 31, 2003 are set forth below. Leases on the properties indicated as leased by the Company expire at various dates through October 2013.

      The Company believes that its owned and leased properties used in connection with its operating activities generally are in good condition, well maintained and adequate for its current and immediately foreseeable operating needs. In 2002 the Post-Dispatch expanded its main production facility, adding approximately 110,000 square feet of owned space in St. Louis and enabling the Post-Dispatch to eliminate operations previously conducted in other facilities.

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(1)	Property is owned by and used in the operations of PD LLC.
(2)	Property primarily includes locations operated by the Suburban Journals in the greater St. Louis area.
(3)	Property is owned and used in the operations of DS LLC.
(4)	The 220,816 square foot facility in Tucson, Arizona is used in the production of the Star and the Citizen and is jointly owned with Gannett pursuant to the Tucson Agency.

ITEM 3. LEGAL AND REGULATORY PROCEEDINGS

      In October 2001 the Internal Revenue Service (“IRS”) formally proposed that Old Pulitzer’s taxable income for the tax year ended March 18, 1999 be increased by approximately $80.4 million based on the assertion that Old Pulitzer was required to recognize a taxable gain in that amount as a result of the Spin-off. The Company is obligated under the Merger Agreement to indemnify Hearst-Argyle against any tax liability attributable to the Spin-off and has the right to control any proceedings relating to the determination of such tax liability. If the IRS were completely successful in its proposed adjustment, the Company’s indemnification obligation would be approximately $29.3 million, plus applicable interest. Any income tax indemnification payment would be recorded as an adjustment to additional paid-in capital, and any related interest expense would be reflected as a component of net income in the period recognized.

      The Company does not believe that Old Pulitzer realized any taxable gain in connection with the Spin-off, and in January 2002, it contested the IRS’ proposed increase in a formal written protest filed with the IRS Appeals Office. In a recent letter addressed to the Company’s representatives, the IRS Appeals Officer indicated that he supports the position asserted by the IRS and is inclined to sustain substantially the entire amount of the IRS’ proposed increase in Old Pulitzer’s taxable income. The Company’s representatives have responded to the IRS Appeals Officer’s letter and are continuing their discussions with him regarding the Company’s position. While there can be no assurance that the Company will completely prevail in its position, it continues to believe that the IRS’ position is not supported by the facts or applicable legal authority. The Company intends to vigorously contest the IRS’ determination and has not accrued any liability in connection

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with this matter. If the Company and the IRS are unable to resolve their differences in the IRS Appeals Office, the Company likely will pursue its case before the United States Tax Court.

      On August 30, 2002, the Company, on behalf of Old Pulitzer, filed with the IRS amended federal corporate income tax returns for the years ended December 1997 and 1998 and March 1999 in which refunds of tax in the aggregate amount of approximately $8.1 million, plus interest, were claimed. These refund claims were based on the Company’s contention that Old Pulitzer was entitled to deduct certain fees and expenses which it had not previously deducted and which Old Pulitzer had incurred in connection with its investigation of several strategic alternatives and potential transactions prior to its decision to proceed with the Broadcast Transaction. Under the Merger Agreement, the Company is entitled to any amounts recovered from the IRS as a result of these refund claims, although there can be no assurance that the IRS will approve all or any portion of these refund claims. Discussions between the Company’s representatives and the IRS regarding these refund claims have only recently commenced, and no receivable has been recognized in connection with these refund claims. Any income tax refunds would be recorded as an adjustment to additional paid-in-capital, and any related interest received would be reflected as a component of net income in the period recognized.

      A group of independent carriers engaged in the business of delivering the Post-Dispatch pursuant to a home delivery contract has filed suit against Pulitzer Inc., PD LLC and Suburban Journals LLC (collectively the “Defendants”) in the Missouri Circuit Court, Twenty-Second Judicial Circuit (City of St. Louis). Plaintiffs’ Third Amended Petition sets forth three claims for relief. First, the petition alleges that the decision to purchase the Suburban Journals with their separate delivery system and separate carriers breached the plaintiffs’ exclusive territorial delivery rights under the plaintiffs’ contract. The petition further alleges that PD LLC and Suburban Journals LLC are alter egos of Pulitzer Inc. and that Pulitzer Inc. on its own and through its control, ownership and authority over its alter egos violated the exclusive territory of the plaintiffs. Finally, the petition alleges that the purchase of the Suburban Journals and certain other conduct tortiously interfered with the plaintiffs’ contractual relationship. The plaintiffs seek unspecified damages in excess of $25,000, plus punitive damages in an unspecified amount for the alleged tortious interference. The Defendants have denied any liability, are vigorously defending the suit and believe that they have meritorious defenses and, therefore, the Company has not accrued a liability in connection with this lawsuit. While the ultimate outcome of litigation cannot be predicted with certainty, management, based on its understanding of the facts, does not believe the ultimate resolution of this litigation will have a materially adverse effect on the Company’s consolidated financial position. However, depending upon the period of resolution, such effect could be material to the consolidated financial results of an individual period.

      The Company has been involved, from time to time, in various claims and lawsuits incidental to the ordinary course of its business, including such matters as libel, slander and defamation actions, complaints alleging discrimination, and complaints related to product distribution practices. While the ultimate outcome of litigation cannot be predicted with certainty, management, based on its understanding of the facts, does not believe the ultimate resolution of these matters will have a materially adverse effect on the Company’s consolidated financial position or annual results of operations. However, depending upon the period of resolution, such effect could be material to the consolidated financial results of an individual period.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

      Not Applicable.

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PART II

      The shares of Pulitzer Inc.’s common stock are listed on The New York Stock Exchange, Inc. and trade under the symbol “PTZ.” The shares of Pulitzer Inc.’s Class B common stock do not trade in a public market.

      At February 27, 2004, there were approximately 356 record holders of Pulitzer Inc.’s common stock and 26 record holders of its Class B common stock.

      As of December 31, 2003, holders of outstanding shares of Pulitzer Inc.’s Class B common stock represented 92.4 percent of the combined voting power of Pulitzer Inc., with holders of Pulitzer Inc.’s common stock representing the balance of the voting power. As of December 31, 2003, holders of approximately 95.5 percent of the outstanding shares of Pulitzer Inc.’s Class B common stock representing 88.3 percent of the combined voting power have deposited their shares in a voting trust (the “Voting Trust”). Each share of the Pulitzer Inc.’s Class B common stock is convertible into one share of Pulitzer Inc.’s common stock at the holder’s option subject to the limitations imposed by the Voting Trust on the shares of Class B common stock deposited thereunder. The Voting Trust permits the conversion of the Class B common stock deposited in the Voting Trust into common stock in connection with certain permitted transfers, including, without limitation, sales which are exempt from the registration requirements of the Securities Act of 1933, as amended, sales which meet the volume and manner of sale requirements of Rule 144 promulgated thereunder and sales which are made pursuant to registered public offerings.

      The following table sets forth the range of high and low sales prices for Pulitzer Inc.’s common stock and dividends paid for each quarterly period in the past two fiscal years:

(1)	In 2003 the Company declared and paid cash dividends of $0.72 per share of common stock and Class B common stock.
(2)	In 2002 the Company declared and paid cash dividends of $0.70 per share of common stock and Class B common stock.

      On January 5, 2004, the Board of Directors of the Company announced for the first quarter of 2004 a 5.6 percent increase in the quarterly dividend on Pulitzer Inc.’s common stock and Class B common stock to $0.19 per share from $0.18 per share. The cash dividend was paid on February 2, 2004. Future dividends will depend upon, among other things, the Company’s earnings, financial condition, cash flows, capital requirements and other relevant considerations, including the limitations under the $306.0 million borrowing by PD LLC from a group of investors led by Prudential Capital Group (the “Loan”), any credit agreement or other agreement to which the Company may become a party in the future. See “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources.”

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ITEM 6. SELECTED FINANCIAL DATA