UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K/A
ANNUAL REPORT
(Mark One)
[x] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the fiscal year ended December 31, 2003
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _____________ to _____________.
Commission file number 0-981
-----
A. Full title of the plan and the address of the plan, if different from that of
the issuer named below:
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
B. Name of issuer of the securities held pursuant to the plan and the address of
its principal executive office:
PUBLIX SUPER MARKETS, INC.
3300 AIRPORT ROAD
LAKELAND, FLORIDA 33811
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Index to Financial Statements and Schedule
Report of Independent Registered Public Accounting Firm
Financial Statements:
Statements of Net Assets Available for Plan Benefits - December 31, 2003 and
December 31, 2002
Statements of Changes in Net Assets Available for Plan Benefits - Years ended
December 31, 2003 and December 31, 2002
Notes to Financial Statements
Schedule:
Schedule of Assets (Held at End of Year) - December 31, 2003
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
-------------------------------------------------------
The Administrative Committee
Publix Super Markets, Inc.
401(k) SMART Plan:
We have audited the accompanying statements of net assets available for plan
benefits of Publix Super Markets, Inc. 401(k) SMART Plan (the "Plan") as of
December 31, 2003 and 2002, and the related statements of changes in net assets
available for plan benefits for the years then ended. These financial statements
are the responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan as
of December 31, 2003 and 2002, and the changes in net assets available for plan
benefits for the years then ended in conformity with United States generally
accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets (held
at end of year) as of December 31, 2003, is presented for the purpose of
additional analysis and is not a required part of the basic financial statements
but is supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The supplemental schedule is the responsibility of the
Plan's management. The supplemental schedule has been subjected to the auditing
procedures applied in the audits of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
KPMG LLP
Tampa, Florida
June 17, 2004
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Statements of Net Assets Available for Plan Benefits
December 31, 2003 and 2002
2003 2002
---- ----
Assets
------
Investments, at fair value (Note 3) $572,077,930 394,502,525
Employer contribution receivable (Note 4) 14,767,181 15,401,530
------------ -----------
Total assets 586,845,111 409,904,055
------------ -----------
Liabilities
-----------
Excess contributions payable 2,144,999 ---
------------ -----------
Total liabilities 2,144,999 ---
------------ -----------
Net assets available for plan benefits $584,700,112 409,904,055
============ ===========
See accompanying notes to financial statements.
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Statements of Changes in Net Assets Available for Plan Benefits
December 31, 2003 and 2002
2003 2002
---- ----
Additions to net assets attributed to:
Contributions:
Participant $ 69,239,026 71,996,210
Employer - stock 14,767,181 15,401,530
------------ -----------
Total contributions 84,006,207 87,397,740
------------ -----------
Investment income (loss):
Net appreciation (depreciation)
in fair value of investments 122,140,842 (31,491,056)
Dividends 3,994,434 3,016,104
Interest 82,672 166,482
------------ -----------
Total investment income (loss) 126,217,948 (28,308,470)
------------ -----------
Participants' loans (1,546,229) (1,188,724)
------------ -----------
Total additions to plan assets 208,677,926 57,900,546
------------ -----------
Deductions from net assets attributed to:
Distributions to participants (33,881,869) (25,735,168)
------------ -----------
Total deductions to plan assets (33,881,869) (25,735,168)
------------ -----------
Net additions to plan assets 174,796,057 32,165,378
Net assets available for plan benefits:
Beginning of year 409,904,055 377,738,677
------------ -----------
End of year $584,700,112 409,904,055
============ ===========
See accompanying notes to financial statements.
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2003 and 2002
(1) Description of Plan and Summary of Accounting Policies
------------------------------------------------------
The following brief description of the Publix Super Markets, Inc. 401(k)
SMART Plan (the "Plan") provides only general information. Participants
should refer to the Plan document or the summary plan description for a
complete description of the Plan provisions.
The Plan, which became effective January 1, 1995, is a voluntary defined
contribution plan subject to the provisions of the Employee Retirement
Income Security Act of 1974, as amended ("ERISA"). The Plan was amended on
November 19, 2002 to reflect certain provisions of the Economic Growth and
Tax Relief Reconciliation Act of 2001 and certain other changes with
various effective dates.
Employees of Publix Super Markets, Inc. and its wholly owned subsidiaries,
Publix Alabama, LLC and Publix Asset Management Company (the "Company" or
"Publix") are eligible to participate in the Plan six months after their
hire date, if they are at least 18 years of age. The Plan year is a
calendar year.
(a) Contributions
-------------
Eligible employees may contribute up to 10% of their annual eligible
compensation, subject to the maximum contribution limits established
by Federal law. Participants direct the investment allocations of
their contributions and the earnings thereon among eleven investment
fund options offered under the Plan. The Company may make a
discretionary annual matching contribution to eligible participants
of the Plan as determined by the Company's Board of Directors. During
2003 and 2002, the Company's Board of Directors approved a match of
50% of eligible contributions up to 3% of eligible wages, not to
exceed a maximum match of $750 per employee. The match, which is
determined as of the last day of the Plan year and funded by the
Company in the subsequent Plan year, was in the form of common stock
of Publix Super Markets, Inc. Participants may direct the investment
allocations of their matching contributions and the earnings thereon
by requesting a transfer from the Publix Stock Fund to any of the
other investment fund options offered under the Plan. The Plan
Administrator processes transfer requests on the next valuation
effective date for the common stock of Publix Super Markets, Inc.
(b) Participant Accounts
--------------------
Two separate accounts are maintained for each participant, a Savings
Contribution Account and a Matching Contribution Account (the
"Accounts"). Plan earnings are allocated and credited to the Accounts
as of each valuation date. Each participant's share of earnings is
determined by the Plan Administrator on a weighted average basis, so
that each participant receives a pro-rata share. Forfeitures of
non-vested Company contributions by separated or former participants
and of Accounts of separated or former participants or beneficiaries
that cannot be located after two years are used to reduce future
Company matching contributions. Forfeitures, and earnings thereon,
totaled $107,569 and $158,939 for the years ended December 31, 2003
and 2002, respectively, and were used to reduce Company matching
contributions in both years.
(Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2003 and 2002
(c) Vesting
-------
Participants are immediately vested in their contributions and
earnings thereon. Company matching contributions and earnings thereon
are 100% vested upon completing three years of credited service,
reaching age 60, total disability or death. Matching contributions
cannot be withdrawn or distributed until vested.
(d) Loans to Participants
---------------------
All actively employed Plan participants with available account
balances may apply for a loan from their Accounts. The minimum amount
a participant may borrow is $1,000. The maximum amount that a
participant may borrow is the lesser of: 1) 50% of the balances in
the participant's Savings Contribution Account and vested Matching
Contribution Account; or 2) $50,000, less the participant's highest
outstanding loan balance during the previous twelve month period.
However, any money held by the participant in the Publix stock
component of the Publix Stock Fund cannot be borrowed. Participants
may initiate one loan each year and may only have one outstanding
loan at a time. All legal and administrative costs incurred as a
result of a loan are paid by the participant. The interest rate is
determined by the Primary Trustee as of the first day of each
calendar quarter based on the United States prime interest rate as
published in the Wall Street Journal. The interest rate on a loan is
fixed for the term of the loan.
A participant can choose repayment terms of up to five years.
Repayment of principal and interest are made through after-tax
payroll deductions each pay period. Repayment of principal and
interest are credited pro-rata to the participant's Savings
Contribution Account and Matching Contribution Account from which the
loan was originally funded and reinvested according to the
participant's current investment elections. Upon separation of
employment all unpaid principal and accrued interest on any loan
outstanding is immediately due and payable. Participants may repay a
loan in total at any time after the loan has been in effect for at
least 90 days and participants must wait 30 days between paying off
one loan and initiating a new loan.
(e) Termination of Plan
-------------------
The Company expects to continue the Plan indefinitely, but is not
contractually obligated to do so. The Company reserves the right to
discontinue its contributions at any time and the right to amend or
discontinue the Plan at any time. If the Plan is ever terminated,
participants will be fully vested in all amounts credited to their
Matching Contribution Account.
(f) Distribution of Benefits
------------------------
Benefits are recorded when paid.
Upon reaching age 59 1/2, a participant who is actively employed by
the Company may elect to withdraw all or a portion of his/her Savings
Contribution Account and the vested portion of his/her Matching
Contribution Account. The minimum withdrawal amount is $1,000 or the
vested balance in the Accounts if less than $1,000.
A participant who reaches age 70 1/2 and who is actively employed by
the Company may elect to begin receiving a distribution of benefits
on or before April 1st of the calendar year following the year in
which the participant reaches age 70 1/2.
-2- (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2003 and 2002
Upon separation of service, retirement, disability or death,
participants or their beneficiaries may elect to receive full
distribution of their Savings Contribution Account and their vested
Matching Contribution Account balances as of the valuation date
immediately preceding the date of distribution, subject to certain
restrictions on the sale of Publix stock. If the value of the
participant's vested Accounts is $5,000 or less, the participant will
receive an automatic distribution from the Plan no later than 60 days
after the end of the Plan year in which the participant separates
from employment. If the value of the participant's Savings
Contribution Account and vested Matching Contribution Account exceeds
$5,000 and the participant is not 62 years of age or older, the
participant may elect to defer distribution.
Payment of deferred distributions must be made to a participant or
his/her beneficiary no later than 60 days after the end of the Plan
year in which the participant reaches age 62. If the beneficiary is
the participant's surviving spouse and the value of the participant's
Savings Contribution Account and vested Matching Contribution Account
exceeds $5,000, such beneficiary may defer distribution until the
participant would have reached age 70 1/2.
(g) Basis of Accounting
-------------------
The financial statements of the Plan are prepared using the accrual
basis of accounting.
(h) Investments
-----------
The market value of Publix Super Markets, Inc. common stock is based
upon quarterly appraisals prepared by an independent appraiser. The
fair value of other investments is determined based upon quoted
market prices. Purchases and sales of securities are recorded on a
trade date basis. Dividends are recorded on the ex-dividend date.
Investment securities are exposed to various risks, such as interest
rate, market and credit risks. Due to the level of risk associated
with certain investment securities, it is at least reasonably
possible that changes in the values of investment securities will
occur in the near term and that such changes could materially affect
the amounts reported in the financial statements and schedule of the
Plan.
(i) Use of Estimates
----------------
The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America and
ERISA requires the Plan to make estimates and assumptions that affect
the reported amounts of net assets available for plan benefits and
disclosure of contingent assets and liabilities as of the date of the
financial statements and the reported amounts of changes in net
assets available for plan benefits during the reporting period.
Actual results could differ from those estimates.
-3- (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2003 and 2002
(2) Administration of the Plan
--------------------------
The Primary Trustee for the Plan, State Street Bank and Trust Company, is
responsible for maintaining custody of the investment funds and other
assets in which the employee contributions are invested, excluding Publix
stock. Tina P. Johnson is the Trustee responsible for maintaining custody
of the Publix stock component of the Publix Stock Fund. CitiStreet LLC
serves as the third-party Plan Administrator. The Plan administration
costs are paid by Publix, excluding loan fees paid by Plan participants of
$404,309 and $370,738 for the years ended December 31, 2003 and 2002,
respectively.
(3) Investments
-----------
The Plan consists of the following investment options:
(a) International Fund
------------------
This fund seeks long-term capital growth by investing in stocks and
debt obligations of companies and governments located outside the
United States. International investments contain additional risks not
associated with United States domestic issues. The fund can be
expected to experience wider variation in its value than the other
funds described herein.
The "SSgA International Growth Opportunities Fund," a commingled
fund, is the investment vehicle for the International Fund. This fund
seeks capital growth in international stocks through active
management. The fund's strategy is to identify growth opportunities
among the most competitive and dominant non-United States companies.
This fund is designed for aggressive investors seeking growth of
capital who can tolerate the greater market risk of investments in
foreign securities.
(b) Small Cap Blend Fund
--------------------
This fund seeks long-term capital growth by investing in securities
of companies with small to medium market capitalizations.
The "Managers Special Equity Fund," a mutual fund, is the investment
vehicle for the Small Cap Blend Fund. This fund invests in the stocks
of small to medium-sized companies with the potential for capital
appreciation as a result of earnings growth and/or improvements in
equity valuation. This fund is designed for aggressive investors
seeking to invest in smaller companies and willing to accept the
market risk of seeking long-term returns.
(c) Asset Allocation Funds
----------------------
These funds are growth and income funds which use an asset allocation
approach. These funds may consist of common and preferred stocks,
governmental and corporate bonds, and other securities or investment
opportunities designed to provide for both current income and capital
appreciation. These funds can be expected to experience wider
variation in value than the Fixed Income Fund.
-4- (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2003 and 2002
Three SSgA Balanced Funds, commingled funds, are the investment
vehicles for the Asset Allocation Funds. These funds are portfolios
containing stocks, bonds and fixed income investments. These funds
offer diversification by automatically blending risk across different
types of investments. The three funds are:
SSgA Aggressive Strategic Balanced Fund
---------------------------------------
This fund seeks to provide capital growth. This fund seeks to match a
composite benchmark that is made up of 85% stocks and 15% bonds. The
fund provides diversification of returns and market risk by
incorporating a broad set of asset classes which may stabilize the
fund during market fluctuations. This fund is designed for aggressive
investors with a long-term investment time frame due to the fund's
significant emphasis on stock holdings.
SSgA Moderate Strategic Balanced Fund
-------------------------------------
This fund seeks to provide capital growth with some income for
stability. This fund seeks to match a composite benchmark that is
made up of 55% stocks and 45% bonds. The fund provides
diversification of returns and market risk by incorporating a broad
set of asset classes which may stabilize the fund during market
fluctuations. This fund is designed for somewhat aggressive investors
with a medium-term investment time frame due to the fund's emphasis
on stock holdings.
SSgA Conservative Strategic Balanced Fund
-----------------------------------------
This fund seeks to provide income and a modest level of capital
growth. The fund seeks to match a composite benchmark that is made up
of 25% stocks and 75% bonds. The fund provides diversification of
returns and market risk by incorporating a broad set of asset classes
which may stabilize the fund during market fluctuations. This fund is
designed for conservative investors with a short to medium-term
investment time frame due to the fund's emphasis on bond holdings.
(d) Aggressive/Large Cap Growth Fund
--------------------------------
This fund seeks long-term capital growth by investing primarily in
securities of companies with large market capitalizations.
The "Smith Barney Large Cap Growth (A) Fund," a mutual fund, is the
investment vehicle for the Aggressive/Large Cap Growth Fund. This
fund invests in the stocks of nationally-known companies, which lead
their industries in product, distribution or service strength. This
fund is designed for aggressive investors seeking long-term returns
with possible large fluctuations in the short term.
(e) Large Cap Value Fund
--------------------
This fund seeks to invest in growing companies that are selling at
value prices and holds on to them for the long term. The focus is on
companies with top quality management teams who respond creatively to
change.
The "Davis New York Venture (A) Fund," a mutual fund, is the
investment vehicle for the Large Cap Value Fund. The fund seeks to
identify stocks that have specific, long-term trends that should
provide consistent growth over time. The fund emphasizes stocks in
the insurance, banking and savings & loans and financial services
industries. This fund is designed for aggressive investors seeking to
invest entirely in the stocks of large, established companies.
-5- (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2003 and 2002
(f) S&P 500 Index Fund
------------------
This fund seeks to replicate the Standard & Poor's 500 Index ("S&P
500 Index"), an index made up of 500 common stocks of United States
companies that is generally considered to be representative of the
overall United States stock market.
The "SSgA S&P 500 Index Fund," a mutual fund, is the investment
vehicle for the S&P 500 Index Fund. This fund buys and holds stocks
in the same market-weighted proportions as the S&P 500 Index, and
trades stocks only when there is a change in the S&P 500 Index. The
fund is designed for moderate to aggressive investors seeking to
invest in the stocks of the S&P 500 Index.
(g) Intermediate Term Bond Fund
---------------------------
This fund seeks to control market risk while carefully maximizing
investment earnings through a high-quality, well diversified,
intermediate maturity portfolio.
The "PIMCO Total Return Fund," a mutual fund, is the investment
vehicle for the Intermediate Term Bond Fund. This fund is a broad
market bond fund that invests in United States government bonds,
corporate bonds, mortgage-backed securities and bonds of non-United
States issuers. This fund is designed for conservative to moderate
investors seeking current income while minimizing the fluctuation of
their principal balance.
(h) Fixed Income Fund
-----------------
This fund consists of a portfolio invested in commercial paper,
United States government or Federal agency obligations, short-term
corporate obligations, bank certificates of deposit, savings accounts
and/or comparable investments designed to provide maximum protection
of capital with a conservative rate of return.
The "SSgA Stable Value Fund," a commingled fund, is the investment
vehicle for the Fixed Income Fund. This fund seeks to maintain the
value of the initial investment while providing current income. This
fund invests in stable value investments such as GICs, money market
instruments and short-term funds such as Treasury bills with an
average weighted maturity of one and a half to three years. The fund
is designed for conservative investors seeking minimal market risk
and modest growth, while maintaining principal and liquidity.
-6- (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2003 and 2002
(i) Publix Stock Fund
-----------------
This fund includes two components: shares of Publix stock and cash
awaiting investment in Publix stock. Cash awaiting investment in
Publix stock is invested in a short-term fixed income funding
vehicle, SSgA Yield Enhanced Short Term Investment Fund, a commingled
fund. The cash component of this fund includes employee contributions
and loan repayments, transfers from other investments to purchase
Publix stock, dividends earned on Publix stock and income earned on
all of these deposits. The cash component of this fund is used to
purchase Publix stock on specified purchase dates. The fund provides
an opportunity for long-term capital growth. Because this fund is not
diversified, it may experience wider variation in value than the
other funds described herein.
The fair value of investments in the following funds each represented 5%
or more of the Plan's net assets available for plan benefits.
December 31,
------------
2003 2002
---- ----
Publix Stock Fund $383,994,984 269,685,685
Smith Barney Large Cap Growth (A) Fund 53,895,959 30,953,247
SSgA Stable Value Fund 31,603,832 24,827,259
During 2003 and 2002, the Plan's investments (including gains and losses
on investments bought and sold, as well as held during the year)
appreciated (depreciated) in value by $122,140,842 and ($31,491,056),
respectively, as follows:
Year Ended December 31,
-----------------------
2003 2002
---- ----
Publix Stock Fund $ 94,353,454 (16,039,284)
Mutual Funds 23,095,839 (15,090,428)
Commingled Funds 4,691,549 (361,344)
------------ -----------
$122,140,842 (31,491,056)
============ ===========
-7- (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2003 and 2002
(4) Employer Contribution Receivables
---------------------------------
The employer contribution receivables are contributed in the form of
common stock of Publix Super Markets, Inc. The matching contribution, net
of forfeitures, of $14,767,181 for the 2003 Plan year was recorded as a
receivable in the financial statements as and for the year ended December
31, 2003 and funded by the Company in the 2004 Plan year. The matching
contribution, net of forfeitures, of $15,401,530 for the 2002 Plan year
was recorded as a receivable in the financial statements as and for the
year ended December 31, 2002 and funded by the Company in the 2003 Plan
year.
Participants who are eligible to receive a matching contribution may
request a transfer of the match and the earnings thereon from the Publix
Stock Fund to any of the other investment fund options. The Plan
Administrator processes transfer requests on the next valuation effective
date for the common stock of Publix Super Markets, Inc. Valuation
effective dates are generally March 1, May 1, August 1 and November 1.
(5) Reconciliation of Financial Statements to Form 5500
---------------------------------------------------
The following is a reconciliation of net assets available for plan
benefits per the financial statements to the Form 5500:
December 31,
------------
2003 2002
---- ----
Net assets available for plan benefits
per the financial statements $584,700,112 409,904,055
Less: Amounts allocated to withdrawing
participants (1,411,180) (1,374,361)
Less: Distributions of excess contributions --- (1,527,290)
------------ -----------
Net assets available for plan benefits
per the Form 5500 $583,288,932 407,002,404
============ ===========
-8- (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2003 and 2002
The following is a reconciliation of benefit payments to participants per
the financial statements to the Form 5500:
Year ended December 31,
-----------------------
2003 2002
---- ----
Benefit payments to participants per the
financial statements $ 33,881,869 25,735,168
Add: Amounts allocated to withdrawing
participants at December 31, 2003 and 2002 1,411,180 1,374,361
Less: Amounts allocated to withdrawing
participants at December 31, 2002 and 2001 (1,374,361) (6,068,586)
Less: Accrued excess contributions payable
for year ended December 31, 2003 (2,144,999) ---
Less: Distributions of excess contributions
for years ended December 31, 2002 and 2001 (1,527,290) (460,953)
------------ ----------
Benefit payments to participants per the
Form 5500 $ 30,246,399 20,579,990
============ ==========
Distributions of excess contributions for
years ended December 31, 2003 and 2002
per the Form 5500 $ 2,144,999 1,527,290
============ ==========
Amounts allocated to withdrawing participants are recorded on the Form
5500 for benefit claims that have been processed and approved for payment
on or before December 31, 2003 and 2002, but not yet paid as of that date.
Distributions of excess contributions and any allocable income that were
paid for the 2003 Plan year were recorded as a liability in the financial
statements as of and for the year ended December 31, 2003. However,
distributions of excess contributions and any allocable income that were
paid for the 2002 Plan year were not recorded as a liability in the
financial statements as of and for the year ended December 31, 2002 and
were a reconciling item between the financial statements and Form 5500.
(6) Related-Party Transactions
--------------------------
Certain Plan investments are commingled funds and mutual funds managed by
State Street Global Advisors (SSgA), the investment management arm of
State Street Bank and Trust Company. State Street Bank and Trust Company
is the Primary Trustee for the Plan. The Smith Barney Large Cap Growth (A)
Fund is a mutual fund managed by Smith Barney Asset Management, the
investment advisory arm of Citigroup Asset Management. Citigroup Asset
Management is part of Citigroup, Inc. Citigroup, Inc. and State Street
Bank and Trust Company have 50/50 ownership interests in CitiStreet LLC,
the third-party Plan Administrator, as a joint venture. Therefore, the
transactions involving these investments, in addition to Publix Super
Markets, Inc. common stock, qualify as party-in-interest transactions.
-9- (Continued)
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Notes to Financial Statements
December 31, 2003 and 2002
(7) Tax Status
----------
The Plan, as amended and restated as of July 1, 2001, received a favorable
tax determination letter, dated April 30, 2002, from the Internal Revenue
Service under Section 401(a) of the Internal Revenue Code (the "Code"), as
amended. As such, the Plan's design is exempt from Federal income taxes
under Section 501(a) of the Code. The Plan Administrator believes that the
Plan has been and is currently being operated in compliance with the
applicable requirements of the Code and the Plan document.
-10- (Continued)
Schedule
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
Schedule of Assets (Held at End of Year)
December 31, 2003
Number of Fair
Name of Issuer and Title of Issue Units/Shares Cost Value
--------------------------------- ------------ ---- -----
Marketable:
International Fund
------------------
SSgA International Growth
Opportunities Fund * 483,219 $ 4,090,922 4,532,654
Small Cap Blend Fund
--------------------
Managers Special Equity Fund 100,949 6,667,302 7,922,770
Asset Allocation Funds
----------------------
SSgA Balanced Funds:
SSgA Aggressive Strategic
Balanced Fund * 458,729 4,110,226 4,607,795
SSgA Moderate Strategic
Balanced Fund * 739,906 7,207,110 7,959,644
SSgA Conservative Strategic
Balanced Fund * 265,593 2,770,201 3,026,063
Aggressive/Large Cap Growth Fund
--------------------------------
Smith Barney Large Cap
Growth (A) Fund * 2,470,028 47,725,614 53,895,959
Large Cap Value Fund
--------------------
Davis New York Venture (A) Fund 229,039 5,407,920 6,302,665
S&P 500 Index Fund
------------------
SSgA S&P 500 Index Fund * 1,329,831 23,561,443 24,415,544
Intermediate Term Bond Fund
---------------------------
PIMCO Total Return Fund 1,485,335 15,969,435 15,907,557
Fixed Income Fund
-----------------
SSgA Stable Value Fund * 19,790,314 29,789,271 31,603,832
Publix Stock Fund
-----------------
Marketable:
SSgA Yield Enhanced Short Term
Investment Fund * 858,686 9,014,216 9,021,049
Non-Marketable:
Common stock of Publix Super
Markets, Inc. * 7,281,047 274,045,363 374,973,935
Participants' Loans at rates of
4.00% to 7.75% --- --- 27,908,463
------------ -----------
$430,359,023 572,077,930
============ ===========
* Parties-in-interest
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the Publix Super Markets, Inc. 401(k)
SMART Plan) have duly caused this annual report to be signed on its behalf by
the undersigned hereunto duly authorized.
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Date: June 28, 2004 By: /s/Tina P. Johnson
---------------------------
Tina P. Johnson
Senior Vice President
Publix Super Markets, Inc.,
Plan Administrator