UNITED STATES
                   SECURITIES AND EXCHANGE COMMISSION
                         WASHINGTON, D.C. 20549
   
                              FORM 10-Q

                              (Mark One)

   X      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                    SECURITIES EXCHANGE ACT OF 1934.

            For the quarterly period ended September 30, 1997

                                   OR

   -     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
                    SECURITIES EXCHANGE ACT OF 1934.

             For the transition period from            to

                    Commission File Number:  1-9824

                       McCLATCHY NEWSPAPERS, INC.
         (Exact name of registrant as specified in its charter)

              Delaware                          94-0666175
     (State of Incorporation)      (IRS Employer Identification Number)

                  2100 "Q" Street, Sacramento, CA. 95816
                 (Address of principal executive offices)

                            (916) 321-1846
                   (Registrant's telephone number)
                                        

   Indicate by check mark whether the registrant has (1) 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  .

   The number of shares of each class of common stock outstanding as of 
   November 5, 1997:

             Class A Common Stock                9,421,383
             Class B Common Stock               28,685,912
                                   
 <PAGE> 1
   
                        McCLATCHY NEWSPAPERS, INC.

                           INDEX TO FORM 10-Q


Part I - FINANCIAL INFORMATION                              Page

   Item 1 - Financial Statements:

      Consolidated Balance Sheet - September 30, 1997
          (unaudited) and December 31, 1996                   3

      Consolidated Statement of Income for the
          Three Months and Nine Months Ended
          September 30, 1997 and 1996 (unaudited)             5

      Consolidated Statement of Cash Flows for
          the Nine Months Ended September 30, 1997
          and 1996 (unaudited)                                6

      Consolidated Statement of Stockholders'
          Equity for the Period from December 31,
          1995 to September 30, 1997 (unaudited)              7

      Notes to Consolidated Financial Statements
          (unaudited)                                         8

   Item 2 - Management's Discussion and Analysis of
         Results of Operations and Financial Condition        16


Part II - OTHER INFORMATION                                   21
  
                                
<PAGE> 2

PART I - FINANCIAL INFORMATION                           
                                                        
Item 1 - Financial Statements                           

<TABLE>                                                        
                       McCLATCHY NEWSPAPERS, INC.
                       CONSOLIDATED BALANCE SHEET
                            (In thousands)

<CAPTION>
ASSETS                                               
                                          September 30,      December 31,
                                              1997               1996
                                          (Unaudited)                                         
<S>                                         <C>           <C>
Current assets:                                             
    Cash and cash equivalents               $   7,387     $   5,877
    Trade receivables (less allowances 
    of $2,115 in 1997 and $2,440 in 1996)      82,887        81,791
    Other receivables                           1,635         1,911
    Newsprint, ink and other inventories       10,765         8,015
    Deferred income taxes                      10,930        10,223
    Other current assets                        4,638         3,193
       Total current assets                   118,242       111,010
                                                            
Property, plant and equipment:                              
    Land                                       33,236        32,591
    Buildings and improvements                158,627       157,741
    Equipment                                 377,490       369,346
    Construction in progress                    6,439         8,532
        Total                                 575,792       568,210
    Accumulated depreciation                 (247,282)     (226,420)
        Net property, plant and equipment     328,510       341,790
                                                            
Intangibles - net                             397,125       411,393
                                                            
Newsprint mill investment                       8,929         8,989
                                                            
Other assets                                    2,444         2,484
                                                            
Total assets                                $ 855,250     $ 875,666
                                                        
See notes to consolidated financial statements
</TABLE>
<PAGE> 3
<TABLE>

                      McCLATCHY NEWSPAPERS, INC.
                      CONSOLIDATED BALANCE SHEET
                 (In thousands, except share amounts)
                                                       
LIABILITIES AND STOCKHOLDERS' EQUITY
<CAPTION>
                                                       
                                       September 30,       December 31, 
                                           1997                1996
                                        (Unaudited)        
<S>                                         <C>           <C>                                                   
Current liabilities:                                       
    Accounts payable                        $  29,494     $  22,806
    Accrued compensation                       39,206        33,567
    Income taxes                                    -         4,737
    Unearned revenue                           17,750        18,103
    Carrier deposits                            4,086         4,149
    Other accrued liabilities                  10,908         8,998
       Total current liabilities              101,444        92,360
                                                           
Long-term bank debt                           119,000       190,000
Other long-term obligations                    29,014        29,814
Deferred income taxes                          58,532        60,378
Commitments and contingencies (note 7)
                                                           
Stockholders' equity:                                      
    Common stock $.01 par value:                           
       Class A - authorized                                
         100,000,000 shares, issued
         9,392,571 in 1997 
         and 8,946,651 in 1996                     94           89
       Class B - authorized                                
         60,000,000 shares, issued
         28,685,912 in 1997 
         and 28,842,287 in 1996                   287          288
       Additional paid-in capital              73,650       67,534
       Retained earnings                      473,229      435,574
       Treasury stock, 25,000 
         Class A shares in 1996                     -         (371)
          Total stockholders'equity           547,260      503,114
                                                           
Total liabilities and stockholders' equity  $ 855,250     $ 875,666
</TABLE>
See notes to consolidated financial statements

<PAGE> 4
<TABLE>
                                        
                        McCLATCHY NEWSPAPERS, INC.
                     CONSOLIDATED STATEMENT OF INCOME
                 (In thousands, except per share amounts)
               
<CAPTION>
                                                              
                            Three Months Ended      Nine Months Ended
                               September 30,          September 30,
                             1997        1996        1997       1996
                               (Unaudited)             (Unaudited)
<S>                             <C>         <C>         <C>        <C>           
Revenues - net:                       
  Newspapers:                                                                 
           Advertising         $ 125,549   $ 120,856   $ 370,509  $ 354,270
           Circulation            26,882      27,102      80,455     81,196
           Other                   4,391       3,752      13,025     10,934
              Total newspapers   156,822     151,710     463,989    446,400
  Non-newspapers                   2,778       3,833       8,512     12,365
              Total net revenue  159,600     155,543     472,501    458,765
                                                                                 
Operating expenses:                                                              
  Compensation                    63,257      62,177     189,673    188,375
  Newsprint and supplements       25,061      27,034      70,118     88,523
  Depreciation and amortization   13,526      13,250      40,167     39,502
  Other operating expenses        30,830      30,443      90,285     87,434
              Total              132,674     132,904     390,243    403,834
                                                                                 
Operating income                  26,926      22,639      82,258     54,931
Non-operating (expenses) income:                                                 
  Interest expense                (2,004)     (3,307)     (7,005)   (10,259)
  Partnership income (loss)          640         850         (60)     3,100
  Gain on sale of newspaper 
    operations                        54           -       6,757          -
  Other - net                        595           7         826         66
Income before income tax 
    provision                     26,211      20,189      82,776     47,838
Income tax provision              10,686       8,747      34,302     20,805
                                                                                 
Net income                     $  15,525   $  11,442   $  48,474  $  27,033
                                                                                 
Net income per common share    $    0.41   $    0.30   $    1.27  $    0.72
                                                                                 
Weighted average number of 
common shares                     38,212      37,858      38,103     37,739

</TABLE>
See notes to consolidated financial statements
<PAGE> 6                                       
<TABLE>

                        McCLATCHY NEWSPAPERS, INC.
                   CONSOLIDATED STATEMENT OF CASH FLOWS
                             (In thousands)
<CAPTION>                                              
                                      Nine Months Ended September 30,
                                          1997              1996
                                               (Unaudited)
<S>                                    <C>               <C>
Cash provided (used) by operating                          
activities:                                               
    Net income                         $  48,474         $  27,033
       Reconciliation to net cash                          
         provided:
       Depreciation and amortization      40,274            39,618
       Partnership losses (income)            60            (3,100)
       Changes in certain assets                           
         and liabilities - net             2,366            15,251
       Gain on sale of newspaper                           
         operations                       (6,757)                -
       Other                              (1,199)             (760)
Net cash provided by operating                             
activities                                83,218            78,042
                                                           
Cash provided (used) by investing                          
activities:
     Purchase of property, plant                           
       and equipment                     (16,561)          (24,627)
     Sale of newspaper operations         11,400                 -
     Other - net                               6            (2,632)
Net cash used by investing                                 
activities                                (5,155)          (27,259)
                                                           
Cash (used) provided by financing                          
activitites:
     Repayment of long-term debt         (71,000)          (44,000)
     Payment of cash dividends           (10,819)           (8,563)
     Other - principally stock                             
       issuances                           5,266             2,704
Net cash used by financing                                 
activities                               (76,553)          (49,859)
                                                           
Net change in cash and cash                                
equivalents                                1,510               924
                                                           
Cash and cash equivalents,                                 
beginning of year                          5,877             3,252
                                                           
Cash and cash equivalents, end of                       
period                                     7,387             4,176
                                                           
Other cash flow information:
Cash paid during the period for:                           
   Income taxes (net of refunds)       $  41,793         $  17,011
   Interest paid (net of                                   
   capitalized interest)                   7,431            10,678
                                                           
See notes to consolidated financial statements
</TABLE>
<PAGE> 7
<TABLE>                                        
                         McCLATCHY NEWSPAPERS, INC.
           CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (UNAUDITED)
               (In thousands, except share and per share amounts)
<CAPTION>                                               
                           Par Value   Additional            Treasury
                      Class A  Class B  Paid-In   Retained    Stock        
                      Common   Common   Capital   Earnings   At Cost    Total
<S>                   <C>      <C>      <C>       <C>        <C>       <C>                     
Balances, 
December 31, 1995     $  85    $  289   $62,477   $403,244   $ (371)   $465,694
Net income (9 months)                               27,033               27,033
Dividends paid 
($.228 per share)                                   (8,563)              (8,563)
Conversion of 71,875                                                      
 Class B shares 
 to Class A               1        (1)
Issuance of 198,293                                                       
 shares under employee                                                         
 plans                    2               2,702                           2,704
Balances, 
September 30, 1996       88       288    65,149    421,714    (371)     486,868
Net income (3 months)                               17,460               17,460
Dividends paid 
($.095 per share)                                   (3,600)              (3,600)
Issuance of 109,084                                                       
 Class A shares under                                                           
 employee stock plans     1               1,751                           1,752
Tax benefit from                                                          
stock plans                                 634                             634
Balances, 
December 31, 1996        89       288    67,534    435,574   (371)      503,114
Net income (9 months)                               48,474               48,474
Dividends paid 
($.285 per share)                                  (10,819)             (10,819)
Conversion of 156,375                                                     
 Class B shares 
 to Class A               1        (1)
Issuance of 319,545                                                       
Class A shares
 under employee and                                                     
 director plans           4              5,262                            5,266
Tax benefit from                                                          
stock plans                              1,225                            1,225
Retirement of                                                             
treasury shares                           (371)              371
                                                                          
Balances, 
September 30, 1997    $ 94     $ 287   $ 73,650   $ 473,229 $  -       $ 547,260
                                                                          
See notes to consolidated financial statements
</TABLE>
<PAGE> 
                         McCLATCHY NEWSPAPERS, INC.                 
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                              (UNAUDITED)


1. SIGNIFICANT ACCOUNTING POLICIES

   McClatchy Newspapers, Inc. (the "Company") and its subsidiaries are engaged
primarily in the publication of newspapers located in California, Washington
state, Alaska and North and South Carolina.

   The consolidated financial statements include the accounts of the Company and
its subsidiaries.  Significant intercompany items and transactions have been
eliminated.  All share and per share amounts have been adjusted to reflect a
five-for-four stock split.  See note 8.  In preparing the financial statements,
management makes estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period.  Actual results could differ from those
estimates.

   In the opinion of management, the accompanying unaudited consolidated
financial statements contain all adjustments necessary to present fairly the
Company's financial position, results of operations, and cash flows for the
interim periods presented.  All adjustments are normal recurring entries.  Such
financial statements are not necessarily indicative of the results to be
expected for the full year.

   Revenue recognition - Advertising revenues are recorded when advertisements
are placed in the newspaper and circulation revenues are recorded as newspapers
are delivered over the subscription term.  Unearned revenues represent prepaid
circulation subscriptions.

   Cash equivalents are highly liquid investments with maturities of three
months or less when acquired.

   Concentrations of credit risks - Financial instruments which potentially
subject the Company to concentrations of credit risks are principally cash and
cash equivalents and trade accounts receivables.  Cash and cash equivalents are
placed with major financial institutions.  Accounts receivables are with
customers located primarily in the immediate area of each city of publication.
The Company routinely assesses the financial strength of significant customers
and this assessment, combined with the large number and geographic diversity of
its customers, limits the Company's concentration of risk with respect to trade
accounts receivables.

   Inventories are stated at the lower of cost (based principally on the last-
in, first-out method) or current market value.  If the first-in, first-out
method of inventory accounting had been used, inventories would have increased
by $3,607,000 at September 30, 1997 and $3,246,000 at December 31, 1996.

   Related party transactions - The Company owns a 13.5% interest in Ponderay
Newsprint Company ("Ponderay") which owns and operates a newsprint mill in the
State of Washington.  The investment is accounted for using the equity method,
under which the Company's share of earnings of Ponderay is

<PAGE>

reflected in income as earned.  The Company guarantees certain bank debt used to
construct the mill (see note 7) and is required to purchase 28,400 metric tons
of annual production on a "take-if-tendered" basis until the debt is repaid.
The Company satisfies this obligation by direct purchase (1997: $13,191,000
and 1996: $16,196,000) or reallocation to other buyers.  To secure additional
newsprint, the Company has arranged to purchase an additional 8,000 metric tons
from Ponderay in 1997.

   Property, plant and equipment are stated at cost.  Major renewals and
betterments, as well as interest incurred during construction, are capitalized.
For three months ended September 30, 1997 and 1996 such interest was $11,000 and
$67,000, respectively.  For the nine months then ended, such interest was
$36,000 in 1997 and $526,000 in 1996.

   Depreciation is computed generally on a straight-line basis over estimated
useful lives of:

     10 to 60 years for buildings

      9 to 25 years for presses

      3 to 15 years for other equipment

   Intangibles consist of the unamortized excess of the cost of acquiring
newspaper operations over the fair market values of the newspapers' tangible
assets at the date of purchase.  Identifiable intangible assets, consisting
primarily of lists of advertisers and subscribers and covenants not to compete,
are amortized over periods ranging from three to forty years.  The excess of
purchase prices over identifiable assets is amortized over forty years.
Management periodically evaluates the recoverability of intangible assets by
reviewing the current and projected cash flows of each of its newspaper
operations.

   Stock-based compensation - The Company accounts for stock-based awards to
employees using the intrinsic value method in accordance with APB No. 25,
Accounting for Stock Issued to Employees.

   Deferred income taxes result from temporary differences between amounts
reported for financial and income tax reporting purposes.  See note 3.

   Earnings per share are based on the weighted average number of outstanding
shares of common stock and dilutive common stock equivalents (stock options).
All share and per share amounts have been adjusted to reflect a five-for-four
stock split.  See note 8.


2. LONG-TERM BANK DEBT AND OTHER LONG-TERM OBLIGATIONS

   On July 28, 1995 the Company entered into a bank credit agreement (Credit
Agreement) providing for borrowings up to $310,000,000.  At September 30, 1997
and December 31, 1996 the Company had long-term bank debt of $119,000,000 and
$190,000,000, respectively.  In addition, the Company also has an outstanding
letter of credit for $4,309,000 securing estimated obligations from workers'
compensation claims.

   Under the Credit Agreement, interest only is payable through July 1, 2000.
Principal in the amount of $4,000,000 is due on July 1, 2003 and the remaining
principal matures in increasing annual amounts until it is paid in full by July

<PAGE>

1, 2005.  The Company may select between alternative floating interest rates for
each drawdown.  On September 30, 1997 the interest rate applicable to the amount
drawn ranged from 6.0% to 6.7%.  Such debt is unsecured and the related
agreement contains covenants requiring, among other things, maintenance of cash
flow and limitations on debt-to-equity ratios, with which the Company was in
compliance at September 30, 1997.

   At September 30, 1997 the Company had an outstanding interest rate swap that
effectively converted $50,000,000 of debt under its Credit Agreement to a fixed
rate debt at a rate of 6.0%.  The swap expires in November 1998.  The Company
makes payments to a counterparty depending on the change in variable interest
rates which are recorded as additions to or reductions of interest expense.

Other long-term obligations consist of (in thousands):

<TABLE>
<CAPTION>
                                          September 30,    December 31,
                                              1997             1996
   <S>                                    <C>              <C>         
   Pension obligations                    $   17,156       $   17,272
   Post retirement benefits obligation         8,247            9,058
   Deferred compensation and other             3,611            3,484
                                                           
      Total other long-term obligations   $   29,014       $   29,814
</TABLE>
<PAGE>
<TABLE>
                                                           
3.  INCOME TAX PROVISIONS

Income tax provisions consist of (in thousands):
                      
<CAPTION>
                             Three Months Ended      Nine Months Ended
                               September 30,           September 30,
<S>                           1997        1996       1997        1996
Current:                   <C>         <C>         <C>         <C>             
          Federal          $  9,667    $  7,978    $  31,706   $  19,392
          State               1,428       1,085        5,149       2,412
                                                                   
Deferred:                                                          
          Federal              (482)     (1,925)      (2,787)     (2,731)
          State                  73       1,609          234       1,732
                                                                   
Income tax provision       $ 10,686    $  8,747    $  34,302   $  20,805
                                                                   
</TABLE>
<TABLE>
                                        
The effective tax rate and the statutory federal income tax rate are reconciled
as follows:

<CAPTION>
                                 Three Months           Nine Months Ended
                              Ended September 30,         September 30,
                                 1997     1996            1997     1996
<S>                             <C>      <C>             <C>      <C>         
Statutory rate                  35.0%    35.0%           35.0%    35.0%
State taxes, net of 
federal benefit                  3.7      5.6             4.2      5.6
Amortization                     3.2      4.4             3.2      4.4
Tax adjustment to basis of                                     
newspapers sold                 (1.0)       -            (1.0)       -
Other                           (0.1)    (1.7)              -     (1.5)
                                                               
     Effective tax rate         40.8%    43.3%           41.4%    43.5%

</TABLE>
<TABLE>
                                        
The components of deferred taxes recorded in the Company's Balance Sheet on
September 30, 1997 and December 31, 1996 are (in thousands):

<CAPTION>
                                           1997            1996      
<S>                                    <C>             <C>                  
Depreciation and amortization          $  55,539       $  55,649       
Partnership losses                         7,993           8,283       
State taxes                                  797           1,310       
Deferred compensation                    (18,070)        (16,540)       
Other                                      1,343           1,453       
      Deferred tax liability 
      (net of $10,930 in 1997 
      and $10,223 in 1996 
      reported as current assets)      $  47,602       $  50,155       
                                                              
</TABLE>
<PAGE>                                        

4. INTANGIBLES

Intangibles consist of (in thousands):
<TABLE>
<CAPTION>
                                    September 30,        December 31,
                                        1997                 1996
<S>                                 <C>                  <C>
Identifiable intangible assets,
    primarily customer lists        $  147,443           $  148,692
Excess purchase prices over                                  
    identifiable intangible assets     362,060              365,604
          Total                        509,503              514,296
Less accumulated amortization          112,378              102,903
                                                             
Intangibles - net                   $  397,125           $  411,393
                                                             
</TABLE>
                                        
5. EMPLOYEE BENEFIT PLANS

   The Company has two defined benefit pension plans (retirement plans) which
together cover a majority of its employees.  Benefits are based on years of
service and compensation.  Contributions to the plans are made by the Company in
amounts deemed necessary to provide benefits.  The plans assets
consist primarily of marketable securities including common stocks, bonds and
U.S. government obligations, and other interest bearing accounts.

   The Company also has three supplemental retirement plans to provide key
employees with additional retirement benefits.  The terms of the plans are
generally the same as those of the retirement plans, except that the
supplemental retirement plans are limited to key employees and benefits under
them are reduced by benefits received under the retirement plans.  These plans
are funded on a pay-as-you-go basis and the accrued pension obligation for the
supplemental retirement plans is included in other long-term obligations.

   Expenses of these plans for the three months ended September 30, 1997 and
1996 were $1,420,000 and $1,776,000, respectively.  Expenses for the nine months
then ended were $5,113,000 and $5,442,000 in 1997 and 1996, respectively.

   The Company also has two deferred compensation and investment plans (401(k)
plans) which enables qualified employees to voluntarily defer compensation.
Company contributions to the 401(k) plans for the three months ended September
30, 1997 and 1996 were $1,145,000 and $1,203,000, respectively.  Contributions
for the nine months then ended were $3,568,000 and $3,494,000 in 1997 and 1996,
respectively.

   The Company also provides or subsidizes certain retiree health care and life
insurance benefits.  For the three months ended September 30, 1997 and 1996,
postretirement benefit credit was $179,000 and was $60,000 expense in 1996.  For

<PAGE>

the nine months then ended, postretirement benefit credit was $538,000 in 1997
and was a $120,000 expense in 1996.

6. CASH FLOW INFORMATION

   Cash provided or used by operations in the nine months ended September 30,
1997 and 1996 was affected by changes in certain assets and liabilities as
follows (in thousands):
<TABLE>
<CAPTION>
                                        1997        1996
<S>                                  <C>         <C>           
Increase (decrease) in assets:                        
          Receivables                $  1,145    $  (3,001)
          Inventories                   3,014       (5,924)
          Other assets                  1,673       (5,205)
               Total                    5,832      (14,130)
                                                      
Increase (decrease) in liabilities:                   
          Accounts payable              6,712       (1,056)
          Accrued compensation          4,552        2,548
          Income taxes                 (4,737)       2,637
          Other liabilities             1,671       (3,008)
               Total                    8,198        1,121
Net cash increase from changes in                     
          assets and liabilities     $  2,366    $  15,251
                                                      
</TABLE>
                                        
7. COMMITMENTS AND CONTINGENCIES

   The Company guarantees $20,783,000 of bank debt related primarily to its
joint venture in the Ponderay newsprint mill.

   There are libel and other legal actions that have arisen in the ordinary
course of business and are pending against the Company.  From time to time, the
Company is involved as a party in various governmental proceedings, including
environmental matters.  Management believes, after reviewing such actions with
counsel, that the outcome of pending actions will not have a material adverse
effect on the Company's consolidated results of operations or financial
position.


8.  COMMON STOCK AND STOCK PLANS

    On May 21, 1997 the Company increased the authorized shares of Class A
common stock to 100,000,000 and increased authorized Class B shares to
60,000,000.  On March 31, 1997 the Company retired 25,000 shares of Class A
common stock that were held as treasury shares.

<PAGE>

    On December 4, 1996, the Board of Directors of the Company declared a five-
for-four split on its Class A and Class B common stock in the form of a special
25% stock dividend, which was paid on January 2, 1997 to the holders of record
of the common stock as of the close of business on December 16, 1996.  All share
and per share amounts have been adjusted in the financial statements to reflect
the stock split.

    The Company's Class A and Class B common stock participate equally in
dividends.  Holders of Class A common stock are entitled to one-tenth of a vote
per share and to elect as a class 25% of the Board of Directors, rounded up to
the nearest whole number.  Holders of Class B common stock are entitled to one
vote per share and to elect as a class 75% of the Board of Directors, rounded
down to the nearest whole number.  Class B common stock is convertible at the
option of the holder into Class A common stock on a share-for-share basis.

    At September 30, 1997 the Company has four stock-based compensation plans,
which are described below.  The Company applies APB No. 25 and related
interpretations in accounting for its plans.  No significant amounts of
compensation cost have been recognized for its fixed stock option plans and its
stock purchase plan.

    The Company's Amended Employee Stock Purchase Plan (the Purchase Plan)
reserved 1,875,000 shares of Class A common stock for issuance to employees.
Eligible employees may purchase shares at 85% of "fair market value" (as
defined) through payroll deductions.  The Purchase Plan can be automatically
terminated by the Company at any time.  As of September 30, 1997, 778,536 shares
of Class A common stock have been issued under the Purchase Plan.

    The Company's Amended and Restated 1987 Stock Option Plan (1987 employee
plan) reserved 750,000 shares of Class A common stock for issuance to key 
employees.  Options are granted at the market price of the Class A common
stock on the date of the grant.  The options vest in installments over four
years, and once vested are exercisable up to ten years from the date of award.
Although the employee plan permits the Company, at its sole discretion, to
settle unexercised options by making payments to the option holder of stock
appreciation rights (SARs), the Company does not intend to avail itself of this
alternative except in limited circumstances.

    The Company's Amended and Restated 1994 Employee Stock Option Plan (1994
employee plan) reserved 812,500 Class A shares for issuance to key employees.
The terms of this plan are substantially the same as the terms of the 1987
employee plan.

    The Company's amended and restated stock option plan for outside
(nonemployee) directors (directors' plan) provides for the issuance of up to
187,500 shares of Class A common stock.  Under the directors' plan each outside
director is granted an option at fair market value for 1,875 shares annually.
Terms of the directors' plan are similar to the terms of the employee plans.

    In the employee plans, there are 299,473 options exercisable as of September
30, 1997. All of the shares reserved in the 1987 plan have been granted.  In the
1994 plan, 260,063 remain for future grants.  A total of 718,479 options are
outstanding in the employee plans at an average option prices of $16.04 and
$20.87 per share for the 1987 and 1994 plans, respectively.  In the directors'
plan, 93,750 options are outstanding at an average price of $19.09 per share,
55,792 shares were exercisable at September 30, 1997 and 75,000 are available
for future awards.

<PAGE>

9.  FAIR VALUE OF FINANCIAL INSTRUMENTS

    SFAS 107, "Disclosures about Fair Value of Financial Instruments", requires
the determination of fair value for certain of the Company's assets, liabilities
and contingent liabilities.  The following methods and assumptions were used to
estimate the fair value of those financial instruments included in the following
categories:

    Cash Equivalents - The carrying amount approximates fair value based on
    quoted market prices.

    Long-Term Bank Debt - The carrying value approximates fair value based on
    interest rates available to the Company on debt instruments with similar 
    terms.

    Interest Rate Swap Agreement - When considering interest rates at September
    30, 1997, it is estimated that the Company could terminate the interest 
    rate swap agreement with only a nominal gain or loss.


10. SALE OF NEWSPAPER OPERATIONS

    On February 28, 1997 the Company completed the sale of the Gilroy Dispatch,
The Hollister Free Lance, the Morgan Hill Times and the Amador Ledger Dispatch.
These newspapers had combined daily circulation of approximately 10,150 and
weekly circulation of 12,800, and generated $7,574,000 in revenues in 1996.  The
Company reported a $6,757,000 gain on the sale which is included in non-
operating (expenses) income.

<PAGE>


Item 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
         AND FINANCIAL CONDITION


Recent Events and Trends

    On December 4, 1996 the Company declared a five-for-four stock split in the
form of a 25% stock dividend which was paid on January 2, 1997.  All outstanding
shares and per share amounts have been restated in this discussion to reflect
the stock dividend.

    In October 1996, the Company announced that it had entered into agreements
in principle to sell five community newspapers.  In December, the Company sold
the Ellensburg Daily Record and recorded a pre-tax gain of $3.2 million.   On
February 28, 1997 it completed the sale of the remaining four community
newspapers and recorded a pre-tax gain of $6.8 million in other non-operating
(expenses) income.  See note 10 to the consolidated financial statements.  
The after tax gain on the 1997 sale is 10 cents per share.

    Newsprint prices fluctuated substantially during 1996, reaching an all-time
high in early 1996.  Prices began declining during the second quarter of 1996
and the Company's newsprint purchases in the first nine months of 1997 were made
at average newsprint prices that were below the 1996 levels.  While newsprint
prices in the fourth quarter are expected to exceed those paid in 1996,
management expects average newsprint prices in 1997 to be below 1996 average
prices which would positively impact operating income for the year.

    In February 1997, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 128, "Earnings per Share" (SFAS 128) which
requires changes in current earnings per share (EPS) reporting requirements.
The Company is required to adopt SFAS 128 in the fourth quarter of 1997. Because
of the limited number of stock options granted by the Company, management
expects there to be no significant difference in the calculation and reporting
of EPS under the new statement, hence, SFAS 128 is not expected to significantly
affect historical or future EPS.

    In September 1997, the Financial Accounting Standards Board adopted
Statements of Financial Accounting Standards No. 130 (Reporting Comprehensive
Income), which requires that an enterprise report, by major components and as a
single total, the change in its net assets during the period from nonowner
sources; and No. 131 (Disclosures about Segments of an Enterprise and Related
Information), which establishes annual and interim reporting standards for an
enterprise's business segments and related disclosures about its products,
services, geographic area, and major customers.  Adoption of these statements
will not impact the Company's consolidated financial position, results of
operations or cash flows.  Both statements are effective in 1998, with earlier
application permitted.

Third Quarter 1997 Compared to 1996

    The Company reported third quarter earnings of $15.5 million, up 35.7% from
1996 third quarter earnings of $11.4 million.  The increase in earnings resulted
largely from higher advertising revenues, lower newsprint prices and lower net
non-operating expenses.

<PAGE>

Revenues:

    Revenues increased 2.6% to $159.6 million, but were up 4.3% excluding the
five community newspapers that were sold.  Advertising revenues were $125.5
million, up 5.5% from ongoing operations in 1996 while circulation revenues from
ongoing operations rose nominally to $26.9 million.  The Company has not raised
circulation rates at most of its newspapers in 1997.

     Operating Revenues By Region (in thousands):
<TABLE>
<CAPTION>
                                     1997           1996         % Change   
     <S>                          <C>            <C>              <C>             
     California newspapers        $  78,810      $  76,953          2.4
     Carolina newspapers             42,190         38,925          8.5
     Northwest newspapers            35,822         35,832            -
     Non-newspaper operations         2,778          3,833        (27.5)
                                                                      
       Total operating revenue    $ 159,600      $ 155,543          2.6

</TABLE>

    The California newspapers' operating revenues increased 2.4%, but were up
5.0% excluding four community newspapers sold in February 1997.  The sold
newspapers contributed $2.4 million in revenues in 1996.  Advertising revenues
at the three daily Bee newspapers, located in Sacramento, Modesto and Fresno,
increased $3.2 million or 5.4% due primarily to rate increases.  Full-run "run-
of-press" (ROP) advertising linage, which is found in the body of the newspaper
and generates a majority of advertising revenues, increased 2.1% in the quarter.
Circulation revenues at the Bee newspapers declined $38,000 while other
revenues, generated from niche products, online operations, etc., increased
$579,000, more than double the 1996 revenues.  This increase was mostly related
to new products at The Sacramento Bee.

    The Carolina newspapers revenues were up $3.3 million, led by The News and
Observer (Raleigh, N.C.) newspaper, where revenues increased $2.4 million.
Advertising revenues increased $2.9 million or 9.1% while full-run ROP
advertising linage increased 4.5% for the daily Carolina newspapers.
Circulation revenues rose $257,000 due to increases in daily and Sunday average
paid circulation, mostly at The News and Observer.

    Revenues at the Northwest newspapers were flat, but were up $480,000 or
1.4%, excluding the Ellensburg Daily Record, which was sold in December 1996.
Advertising revenues increased $408,000 or 1.6% at the three daily Northwest
newspapers, while full-run ROP declined 2.6%.  Gains in advertising revenues at
The News Tribune (Tacoma, WA) and the Anchorage Daily News were partially offset
by declines at the Tri-City Herald (WA).  Circulation revenues declined
nominally and other revenues increased $51,000 at the three dailies.

    Non-newspaper revenues declined $1.1 million due mostly to the sale of the
Company's internet access business late in the third quarter of 1996, and a 
reorganization at its commercial printing operation in Clovis, California in
the fourth quarter of 1996.

Operating Expenses:

    Operating expenses declined 0.2%, but excluding the sold newspapers,
increased 1.9%.  At the Company's ongoing newspaper operations, newsprint and
supplements declined $1.7 million or 6.4% due to lower average newsprint prices

<PAGE>

in the quarter.  Excluding newsprint and supplement expenses, and costs
associated with the sold newspapers, total other operating costs increased 4.0%
due primarily to lower workers' compensation and other fringe benefits in the
1996 quarter, coupled with higher spending on product development and promotions
in 1997.

Non-operating (Expenses) Income - Net:

    Interest expense declined $1.3 million as the Company continues to direct
excess cash towards the repayment of debt.  Non-operating (expenses) income -
net includes a gain of $504,000 on the sale of a building in September 1997 that
was not being used in the Company's operations.

    The Company's effective tax rate was 40.8% versus 43.3% in 1996 due to lower
non-deductible amortization and a tax basis adjustment on certain intangibles
associated with the sold newspapers.  See note 3 to the consolidated financial
statements.

Nine Month Comparisons

    Net income for the nine months ended September 30, 1997 was $48.5 million
and included an after-tax gain of $4.0 million on the sale of four community
newspapers in California in February 1997.  Excluding the gain, earnings were
$44.5 million, up 64.7% from 1996.  Revenues, expenses and earnings from ongoing
operations were generally affected by the same factors discussed in the third 
quarter comparisons.

Revenues:

    Total revenues increased 3.0% to $472.5 million, but were up 4.4% to $471.4
million after excluding the results from the sold newspapers in 1997 and 1996.
The four community newspapers contributed $1.1 million in January and February
1997 versus $7.2 million contributed by the five community newspapers in the
nine-month period in 1996.  Advertising revenues from ongoing operations were
$369.7 million, up 5.9% and circulation revenues were up slightly at $80.3
million.

<TABLE>

Operating Revenues By Region (in thousands):

<CAPTION>
                                      1997          1996       % Change  
    <S>                            <C>           <C>             <C>              
    California newspapers          $  234,704    $  228,227       2.8
    Carolina newspapers               123,483       112,213      10.0  
    Northwest newspapers              105,802       105,960      (0.1)
    Non-newspaper operations            8,512        12,365     (31.2)
                                                                      
     Total operating revenue       $  472,501    $  458,765       3.0

</TABLE>


    Total revenues at the Company's California newspapers increased $6.5 million
over the nine months, but were up $11.0 million or 5.0% excluding the sold
newspapers.  Advertising revenues at the three Bee newspapers were up $9.3
million or 5.2%, with full-run ROP linage up 0.8%.  Circulation revenues
increased nominally while other revenues were up $1.5 million, primarily at The
Sacramento Bee.  Average paid circulation increased 0.6% daily and 0.3% Sunday
at the three Bees.

<PAGE>

    Total revenues at the Carolina newspapers increased $11.3 million with $8.2
million coming from The News and Observer.  Advertising revenues rose $10.1
million or 11.1% with full-run ROP linage up 8.6%.  Circulation revenues
increased $684,000 or 3.9% as average paid daily circulation increased 2.1% and
Sunday improved 1.1%.

    Total revenues at the Northwest newspapers declined $158,000, but were up
$1.2 million excluding the Ellensburg Daily Record (sold December 1996), with
most of the gains in advertising revenues at the Anchorage Daily News.  Full-run
ROP advertising linage declined 1.4% while average paid circulation was down
0.6% daily and 0.5% Sunday.

    Non-newspaper revenues declined $3.9 million for reasons discussed in the
third quarter comparisons.

Operating Expenses:

    Operating expenses declined 3.4%, and were down 1.8% after excluding
expenses of the sold newspapers from the comparisons, due primarily to lower
newsprint expense.  Newsprint and supplement costs (exclusive of sold
newspapers) were down 20.3% as average newsprint prices were significantly below
the 1996 levels.  Total other operating expenses were up 3.5% excluding
newsprint and supplement costs and the expenses of the sold newspapers, due to
the reasons discussed in the third quarter comparisons.

Non-Operating (Expenses) Income - Net:

    Interest expense declined $3.3 million as debt has been repaid.  The Company
recorded $60,000 as its share of losses from the Ponderay newsprint mill joint
venture versus $3.1 million in income in 1996 when average newsprint prices were
higher.  In addition to the pre-tax gain of $6.8 million on the sale of the
community newspapers, the Company recorded a $504,000 pre-tax gain on the sale
of a building.

    The Company's effective tax rate was 41.4% in 1997 compared to 43.5% in
1996.  See note 3 to the consolidated financial statements.


Liquidity & Capital Resources

    Operations generated $83.2 million in cash, a 6.6% increase over 1996.  In
addition, the Company received $11.4 million in proceeds from the sale of the
four community newspapers in February 1997.  Cash was used to repay debt, pay
for capital expenditures and pay dividends.  Capital expenditures are projected
to be between $25.0 million and $30.0 million in 1997.

    See notes 1 and 7 to the consolidated financial statements for a discussion
of the Company's commitments to its newsprint mill joint venture (Ponderay).

    See note 2 to the consolidated financial statements for a discussion of 
the Company's long-term obligations.  The Company had $191.0 million of 
available credit at September 30, 1997.

<PAGE>

Management is of the opinion that operating cash flow and available credit
facilities are adequate to meet the liquidity needs of the Company, including
currently planned capital expenditures and other investments.

Forward-Looking Information

    The preceding management discussion contains estimates and other forward-
looking statements covering subjects related to financial operating results.
These forward-looking statements, and any other statements going beyond
historical facts that McClatchy management has discussed, are subject to risks
and uncertainties that could cause actual results to differ.  These include
increases in newsprint prices and/or printing and distribution costs over
anticipated levels, competition from other forms of media in the Company's
principal markets, increased consolidation among major retailers in the
Company's newspaper markets or other events depressing the level of advertising,
an economic downturn in the local economies of California's Central Valley,
Washington state, Alaska or the Carolinas, or other occurrences leading to
decreased circulation and diminished revenues from both display and classified
advertising.

<PAGE>

PART II - OTHER INFORMATION

Item 1.         Legal Proceedings - None

Item 2.         Changes in Securities - None

Item 3.         Default Upon Senior Securities - None

Item 4.         Submission of Matters to a Vote of Security Holders - None

Item 5.         Other Information - None

Item 6.         Exhibits and Reports on Form 8-K - None


                           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 thereto duly authorized.


                      McClatchy Newspapers, Inc.
                             Registrant




Date:   November 6, 1997             /s/ James P. Smith
                                         James P. Smith
                                         Vice President, Finance and Treasurer

<PAGE>