By Frank Ahrens
Washington Post Staff Writer
Wednesday, October 31, 2007

Washington Post Co. Chairman Donald E. Graham gave 94,300 shares of his company stock to his wife, Mary, according to a filing with the Securities and Exchange Commission yesterday.

Using yesterday's closing value of Post Co. stock, the gift is worth more than $77 million.

Earlier in the month, Graham converted nearly 400,000 shares of his Class A Post Co. stock into Class B shares, a rare event in the family's long ownership of the company. The Graham family controls The Post Co. through the super-voting Class A shares, which cannot be sold on the open market. That is not the case with Class B shares.

The shares given to Mary Graham will be placed in a trust to be administered by her and will help establish a foundation. The foundation's mission is being finalized.

Donald Graham's stock swap does not dilute the Graham family control of The Post Co. By company bylaws, the Grahams retain the right to choose 70 percent of the company's board seats as long as one Class A share remains outstanding.

Graham's gift to his wife has no impact on The Post Co., said Ann L. McDaniel, a company vice president.

Donald Graham continues to own more than 3 million shares, or 35 percent, of outstanding Class B stock.

Post Co. shares closed down $1.60 yesterday, at $817.

Dual-class stock systems are often used by media companies to allow family control of newspapers while enabling access to public money. The New York Times Co. employs a similar structure, which allows the Ochs-Sulzberger family to retain control of the public company.