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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-K/A

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

For the fiscal year ended December 27, 1998        Commission file number 1-8572


                                 TRIBUNE COMPANY
             (Exact name of registrant as specified in its charter)



               Delaware                                36-1880355
     (State or other jurisdiction of                (I.R.S. Employer
      incorporation or organization)               Identification No.)

435 North Michigan Avenue, Chicago, Illinois              60611
  (Address of principal executive offices)              (Zip Code)


       Registrant's telephone number, including area code: (312) 222-9100

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


                                                 Name of each exchange on
           Title of each class                        which registered
           -------------------                   ------------------------
    Common Stock (without par value)              New York Stock Exchange
    Preferred Share Purchase Rights               Chicago Stock Exchange
                                                  Pacific Stock Exchange

6 1/4% Exchangeable Notes Due August 15, 2001     New York Stock Exchange



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

        Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. |X|

        Aggregate market value of the Company's voting and non-voting common
equity held by non-affiliates on June 18, 1999, based upon the closing price of
the Company's Common Stock as reported on the New York Stock Exchange Composite
Transactions list for such date: approximately $8,228,000,000.

        At June 18, 1999 there were 118,591,079 shares of the Company's Common
Stock outstanding.

        The following documents are incorporated by reference, in part:

             1998 Annual Report to Shareholders (Parts I and II, to the extent
             described therein).

             Definitive Proxy Statement for the May 4, 1999 Annual Meeting of
             Shareholders (Part III, to the extent described therein).

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                                    SIGNATURE



        The undersigned registrant hereby amends the following items, financial
statements, exhibits or other portions of its Annual Report on Form 10-K for
1998 as set forth in the pages attached hereto:

         (a) Exhibit 23.1, Consent of Independent Accountants, is filed
             herewith.
         (b) Exhibit 99, Form 11-K financial statements relating to the Tribune
             Company Savings Incentive Plan, is filed herewith.

        Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.





                                    TRIBUNE COMPANY
                                    (Registrant)




Date:  June 24, 1999                /s/ R. Mark Mallory
                                    -------------------
                                    R. Mark Mallory
                                    Vice President and Controller
                                    (on behalf of the Registrant and as
                                    chief accounting officer)




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