UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 20549
                            SCHEDULE 14A


Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

                                (Amendment No. )

Filed by the Registrant (x)
Filed by a Party other than the Registrant ( )

Check the appropriate box:

[ ]  Preliminary Proxy Statement
[ ]  Confidential, for use of the Commission Only 
     (as permitted by Rule 14a-6(e)(2))
[x]  Definitive Proxy Statement
[ ]  Definitive Additional Materials
[ ]  Soliciting Material Pursuant to Rule 14a-12

                            PUBLIX SUPER MARKETS, INC.         
                ----------------------------------------------
               (Name of Registrant as Specified in its Charter)

    ----------------------------------------------------------------------
   (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):
[x]  No fee required.
[ ]  Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

     1) Title of each class of securities to which transaction applies:

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     2) Aggregate number of securities to which transaction applies:

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     3) Per unit  price  or  other  underlying  value  of  transaction  computed
        pursuant  to  Exchange  Act Rule 0-11 (set forth the amount on which the
        filing fee is calculated and state how it was determined):

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[ ]  Fee paid previously with preliminary materials.

[ ]  Check box if any part of the fee is offset as provided by Exchange Act Rule
     0-11(a)(2)  and identify the filing for which the  offsetting  fee was paid
     previously.  Identify the previous filing by registration statement number,
     or the Form or Schedule and the date of its filing.

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                          PUBLIX SUPER MARKETS, INC.

Corporate Office                              Mailing Address
3300 Publix Corporate Parkway                 P.O. Box 407
Lakeland, Florida 33811                       Lakeland, Florida 33802


                  2005 Notice of Annual Meeting of Stockholders
                         to be held on April 12, 2005



To Our Stockholders:

Notice is hereby given that the Annual Meeting of  Stockholders  of Publix Super
Markets,  Inc.,  a  Florida  corporation  (the  "Company"),  will be held at the
corporate  office of the  Company,  3300  Publix  Corporate  Parkway,  Lakeland,
Florida, on Tuesday, April 12, 2005, at 9:30 a.m. for the following purposes:

      1. To elect a Board of Directors;

      2. To transact such other business as may properly come before the meeting
         or any adjournments thereof.


Accompanying  the Notice of Annual Meeting of  Stockholders is a Proxy Statement
and a proxy card.  Whether or not you plan to attend this  meeting,  please vote
your shares by  completing,  signing,  dating and promptly  mailing the enclosed
proxy card in the envelope provided.



By order of the Board of Directors,


/s/ John A.  Attaway, Jr.
-------------------------
John A. Attaway, Jr.
Secretary




Lakeland, Florida
March 2, 2005





2005 PROXY STATEMENT


GENERAL INFORMATION

     This Proxy  Statement is being  mailed on or about March 11,  2005,  to the
stockholders  of Publix Super Markets,  Inc. (the  "Company") in connection with
the  solicitation of proxies by the Board of Directors of the Company for use at
the  Annual  Meeting  of  Stockholders  to be held on  April  12,  2005,  or any
adjournments thereof. The cost of the enclosed proxy is borne by the Company.

VOTING SECURITIES OUTSTANDING

     As of February 2, 2005,  there were  172,233,759  shares of common stock of
the Company outstanding. Each share is entitled to one vote.

     Only  stockholders  of record as of the close of  business  on  February 2,
2005, will be entitled to vote at the Annual Meeting of Stockholders.

VOTING PROCEDURES

     A stockholder  giving the enclosed  proxy has the power to revoke it at any
time before it is exercised by filing a written  notice of such  revocation or a
duly executed  proxy bearing a later date with the Secretary of the Company,  at
the corporate office of the Company,  3300 Publix Corporate  Parkway,  Lakeland,
Florida 33811 or by mailing it to the Company at P.O. Box 407, Lakeland, Florida
33802-0407.  The execution of the enclosed proxy will not affect a stockholder's
right to vote in person at the  meeting  should  the  stockholder  later find it
convenient to attend the meeting and desire to vote in person.

     The  proxy  cards  will  be  tabulated  by  employees  of  the  Company.  A
stockholder  attending  in person  or by proxy  will be  counted  as part of the
quorum for the meeting,  even if that person abstains or otherwise does not vote
on any matter.  A majority of the outstanding  shares of the Company entitled to
vote,  represented  in  person  or by  proxy  shall  constitute  a  quorum.  The
affirmative  vote of a plurality  of the votes cast is required for the election
of directors. A properly executed proxy marked "WITHHOLD VOTES" for the election
of all nominees  for  director or a particular  nominee or nominees for director
will not be voted for the director nominee or nominees indicated. A proxy marked
"WITHHOLD VOTES" will be counted for purposes of determining  whether there is a
quorum.  Any  other  matter  submitted  to a vote  of the  stockholders  will be
approved  if the votes cast in favor of the matter  are  greater  than the votes
cast in opposition to the matter.

ELECTION OF DIRECTORS

     The Company's By-Laws specify that the Board of Directors shall not be less
than three nor more than fifteen members. The exact number of directors shall be
fixed by resolution  of the then  authorized  number of directors.  The Board of
Directors  has fixed  the  number  of  directors  at ten  members.  The  persons
designated  as nominees for election as a director  are Carol  Jenkins  Barnett,
Hoyt R.  Barnett,  Joan G.  Buccino,  William E.  Crenshaw,  Sherrill W. Hudson,
Charles H. Jenkins, Jr., Howard M. Jenkins, E. Vane McClurg, Kelly E. Norton and
Maria A. Sastre.  All nominees except Ms. Sastre are currently  directors of the
Company.  Mark C.  Hollis  is not  standing  for  re-election  to the  Board  of
Directors.  The  Company's  Corporate  Governance  Guidelines  include a general
policy that  directors  will not stand for  re-election  after  reaching age 70.
Management of the Company  recommends a vote FOR all the  nominees.  The proxies
will be voted  FOR the  election  of the ten  nominees  unless  the  stockholder
specifies otherwise.

     The term of office of the directors  will be until the next annual  meeting
or until their successors shall be elected and qualified.  If one or more of the
nominees  become  unable or unwilling  to serve at the time of the meeting,  the
shares represented by proxy will be voted for the remaining nominees and for any
substitute nominee(s) designated by the Board of Directors or, if none, the size
of the  Board  will be  reduced  accordingly.  The Board of  Directors  does not
anticipate that any nominee will be unavailable or unable to serve.


                                       1





INFORMATION ABOUT NOMINEES FOR DIRECTOR

     The following  information  set forth for each of the nominees for election
to the Board of Directors includes such person's principal  occupation presently
and during the last five years, other information, period of service as director
of the Company and age.


Carol          Carol  Jenkins  Barnett  
Jenkins        Chairman  of the Board and  President  of  Publix  Super  Markets
Barnett        Charities, Inc.
(Photo)        Director since 1983.  Age 48.


Hoyt R.        Hoyt R. Barnett
Barnett        Vice  Chairman of the Company and Trustee of the  Employee  Stock
(Photo)        Ownership Plan.
               Director since 1985.  Age 61.


Joan G.        Joan G. Buccino               
Buccino        Professor of Economics  since 1991 for Florida  Southern  College
(Photo)        (Lakeland,  Florida).  Previously,  Chair of the  Social  Science
               Division  from  August  1997  to  August  2003.  Served  as  Vice
               President and Interim Dean of the College  during 2001.  Also has
               held the  Dorotha  C.  Tanner  Chair in  Ethics in  Business  and
               Economics since 1994.
               Director since 2002.  Age 67.


William E.     William E. Crenshaw
Crenshaw       President of the Company.
(Photo)        Director since 1990.  Age 54.


Sherrill       Sherrill W. Hudson
W. Hudson      Chairman of the Board and Chief Executive Officer of TECO Energy,
(Photo)        Inc. since July 2004.  Previously,  Managing Partner,  Deloitte &
               Touche  LLP,  a firm  of  certified  public  accountants,  Miami,
               Florida from 1983 until retiring in August 2002. He serves on the
               Audit  Committee  as the Audit  Committee  financial  expert.  In
               addition to serving as a Director of TECO Energy,  Inc.,  he also
               currently serves as a Director of The Standard Register Company.
               Director since 2003.  Age 62.


                                       2





INFORMATION ABOUT NOMINEES FOR DIRECTOR (Continued)



Charles H.     Charles H. Jenkins, Jr.
Jenkins, Jr.   Chief   Executive   Officer  of  the  Company   since  May  2001.
(Photo)        Previously,  Chairman of the  Executive  Committee  to June 2000,
               Chairman of the Executive  Committee and Chief Operating  Officer
               to May 2001.
               Director since 1974.  Age 61.


Howard M.      Howard M. Jenkins
Jenkins        Chairman of the Board of the Company since May 2001.  Previously,
(Photo)        Chairman of the Board and Chief Executive Officer.
               Director since 1977.  Age 53.


E. Vane        E. Vane McClurg
McClurg        Attorney-at-law,  law firm of Hahn, McClurg,  Watson,  Griffith &
(Photo)        Bush.
               Director since 1988.  Age 63.


Kelly E.       Kelly E. Norton
Norton         Independent   business   advisor  and   consultant.   Previously,
(Photo)        President and Chief Executive Officer of Florida Tile Industries,
               Inc.  (formerly Sikes Corporation) from 1982 to 1994. Also served
               as a Director of Florida Tile Industries, Inc. from 1980 to 1990.
               Director since 2001.  Age 66.


Maria A.       Maria A. Sastre
Sastre         Vice President, International - Latin America and Asia, Sales and
(Photo)        Marketing  for  Royal  Caribbean   International   and  Celebrity
               Cruises, a unit of Royal Caribbean  Cruises,  Ltd., since January
               2005.  Previously,   Vice  President,  Total  Guest  Satisfaction
               Services and Vice President,  Fleet  Operations - Hotel for Royal
               Caribbean  International  from April 2000 to December  2004.  Ms.
               Sastre held various  positions  with United  Airlines,  Inc. from
               1992 to 1999. She was recommended by a non-management Director as
               a nominee for Director of the Company in 2005. She also currently
               serves as a Director  of Darden  Restaurants,  Inc.  and  Laidlaw
               International, Inc.  Age 49.


Carol Jenkins Barnett and Howard M. Jenkins are siblings. Hoyt R. Barnett is the
husband  of Carol  Jenkins  Barnett  and  brother-in-law  of Howard M.  Jenkins.
William  E.  Crenshaw  is the  nephew of Carol  Jenkins  Barnett  and  Howard M.
Jenkins.  Charles H. Jenkins, Jr. is the cousin of Carol Jenkins Barnett, Howard
M. Jenkins and William E. Crenshaw.


                                       3





INFORMATION CONCERNING THE BOARD OF DIRECTORS AND ITS COMMITTEES

MEETINGS

     The Board of  Directors  held four  meetings  during  2004.  All  directors
attended  100% of the  Company's  Board of Directors  meetings  held in 2004. In
addition,  directors maintained 100% attendance at all Board Committee meetings.
The Company does not have a specific policy regarding director attendance at the
Annual Meeting of Stockholders,  however, all directors attended the last Annual
Meeting of  Stockholders  on May 11, 2004.  During 2004,  the Board of Directors
consisted of Carol Jenkins Barnett, Hoyt R. Barnett, Joan G. Buccino, William E.
Crenshaw, Mark C. Hollis, Sherrill W. Hudson, Charles H. Jenkins, Jr., Howard M.
Jenkins,  Chairman,  E. Vane McClurg and Kelly E. Norton. The Board of Directors
has determined that Joan G. Buccino,  Sherrill W. Hudson and Kelly E. Norton are
independent as defined by the rules of the New York Stock Exchange.

COMMITTEES

     The Board of Directors had the following  committees  during 2004,  each of
which is described below: Executive,  Compensation,  Audit, Corporate Governance
and Nominating.

     The Executive Committee's primary responsibility is to act on behalf of the
Board of Directors  between  meetings of the Board.  During 2004,  the Executive
Committee  held six  meetings  and  consisted  of Hoyt R.  Barnett,  William  E.
Crenshaw, Charles H. Jenkins, Jr., Chairman and Howard M. Jenkins.

     The Compensation Committee has responsibility for reviewing and setting the
salary and  benefits  structure  of the Company  with  respect to its  executive
officers.  The Compensation  Committee operates under a written charter.  During
2004,  the  Compensation  Committee held three meetings and consisted of Joan G.
Buccino,  Sherrill  W.  Hudson and Kelly E.  Norton,  Chairman,  all of whom are
independent as defined by the rules of the New York Stock Exchange.

     The  Audit  Committee  has  responsibility  to the Board of  Directors  for
assessing the processes  related to the Company's risk and control  environment,
overseeing the financial  reporting and evaluating the internal and  independent
audit processes. The Audit Committee operates under a written charter, a copy of
which was attached as an appendix to the 2004 Proxy Statement.  During 2004, the
Audit Committee held five meetings and consisted of Joan G. Buccino, Sherrill W.
Hudson,  Chairman and Kelly E. Norton, all of whom are independent as defined by
Rule 10A-3 of the Securities  Exchange Act of 1934 and the rules of the New York
Stock Exchange. Mr. Hudson serves as the Audit Committee financial expert.

     The Corporate  Governance  Committee has  responsibility  for reviewing and
reporting to the Board of Directors on matters of corporate  governance  such as
practices,   policies  and  procedures   affecting  directors  and  the  Board's
operations and effectiveness.  The Corporate Governance Committee operates under
a written  charter.  During 2004,  the Corporate  Governance  Committee held six
meetings and consisted of Joan G. Buccino,  Sherrill W. Hudson, E. Vane McClurg,
Chairman and Kelly E. Norton,  a majority of whom are  independent as defined by
the rules of the New York Stock  Exchange and all of whom are outside  directors
as defined by the Company's Corporate Governance Guidelines.

     The Nominating  Committee has responsibility for reviewing and reporting to
the Board of Directors on matters of Board nominations.  This includes reviewing
potential  candidates  and  proposing  nominees to the Board of  Directors.  The
Nominating  Committee  operates  under a  written  charter,  a copy of which was
attached as an appendix to the 2004 Proxy Statement. During 2004, the Nominating
Committee held three meetings and consisted of Hoyt R. Barnett,  Chairman,  Mark
C.  Hollis,  Howard M. Jenkins and E. Vane  McClurg.  The  Nominating  Committee
members  are not  independent  as  defined  by the  rules of the New York  Stock
Exchange.  In the opinion of the Board, each Nominating Committee member has the
ability to make objective decisions independent of the interests of management.


                                      4




INFORMATION CONCERNING THE BOARD OF DIRECTORS AND ITS COMMITTEES (Continued)

     The Company has no  specific  policy  regarding  the  consideration  of any
director  candidates  recommended  by  stockholders.   However,  the  Nominating
Committee  considers  suggestions for director  candidates from several sources,
including stockholders.  In general, candidates must meet minimum qualifications
for directors as set forth in the Company's Corporate Governance Guidelines. The
candidates  also  must  have any  additional  qualifications  identified  by the
Nominating  Committee as may be currently  required to maintain the  appropriate
balance  of  knowledge,  experience  and  expertise  on the Board of  Directors.
Candidate  suggestions,  together  with  appropriate  biographical  information,
should be sent to the  Chairman  of the  Nominating  Committee,  c/o  Secretary,
Publix Super Markets, Inc., P.O. Box 407, Lakeland, Florida, 33802-0407.

     In  evaluating  candidates  for the  Board  of  Directors,  the  Nominating
Committee  considers that it is the Board of Directors'  objective to maintain a
balance of business  experience  in order to maximize the  effectiveness  of the
Board of Directors.  The Nominating Committee also considers the specific skills
necessary for candidates to effectively participate on certain Board committees.
The candidates  should  possess the highest  personal and  professional  ethics,
integrity and values,  and be committed to representing the long-term  interests
of the  stockholders.  In addition,  selection  criteria  may  include,  but not
necessarily be limited to:

o    No conflict of interest;
o    Willingness to devote adequate time and effort to Board responsibilities;
o    Ability to work with current Board of Directors;
o    Ability to assess corporate strategy;
o    Willingness to provide management oversight;
o    Broad business experience, judgment and leadership;
o    Significant  years of  management  experience  in  a  senior  policy-making
     position;
o    Knowledge of the supermarket business or other retail business; and
o    Knowledge  of business  trends,  including,  but  not limited to,  relevant
     regulatory affairs.

COMMUNICATION WITH DIRECTORS

     Any stockholder or other party interested in  communicating  with the Board
of Directors,  as a group, or an individual member of the Board of Directors may
do so by writing c/o  Secretary,  Publix  Super  Markets,  Inc.,  P.O.  Box 407,
Lakeland, Florida, 33802-0407. All communications to the Board of Directors or a
specified individual director will be provided to the Board of Directors, or the
specified  individual  director,  at the next Board meeting following receipt of
the  communication.  However,  if the  Secretary  determines  the  nature of the
communication  requires the immediate attention of the Board of Directors or the
specified  individual  director  the  communication  will be provided as soon as
reasonably possible.

COMPENSATION OF DIRECTORS

     Non-employee  directors receive a quarterly retainer of $10,000 for serving
on the Board of  Directors.  Beginning in 2003,  members of the Audit  Committee
also  received  an  additional  quarterly  retainer of $2,500 for serving on the
Audit  Committee.  The Company has a Non-Employee  Directors Stock Purchase Plan
for the benefit of eligible directors.  Under the plan,  non-employee  directors
may  purchase  shares of the  Company's  common stock at the current fair market
value during specific time periods directly from the Company.  The provisions of
this  plan  are  generally  the same as the  provisions  of the  Employee  Stock
Purchase Plan.


                                       5





BENEFICIAL OWNERSHIP OF SECURITIES

     The following table sets forth certain  information about the shares of the
Company's common stock beneficially owned as of February 2, 2005, by each of the
Company's  nominees for director,  each  executive  officer named in the Summary
Compensation  Table  and  all  directors  and  executive  officers  as a  group.
Additionally,  the table  includes  the persons  (including  any group  deemed a
"person"  under Rule 13d-3 of the  Securities  Exchange  Act of 1934 (the "Act")
known by the Company to be a beneficial  owner of more than 5% of the  Company's
outstanding common stock.






                                 Number of Shares of Common
                                    Stock Beneficially                  Percent
Name of Beneficial Owner          Owned as of February 2, 2005 (1)      of Class
--------------------------------------------------------------------------------
                                                                  

Carol Jenkins Barnett                   9,883,404    (2)                  5.74

Hoyt R. Barnett                        53,748,604    (3)                 31.21

Joan G. Buccino                             2,190                          *

William E. Crenshaw                       570,963    (4)                   *

Sherrill W. Hudson                          1,500    (5)                   *

Charles H. Jenkins, Jr.                 1,559,015    (6)                   *

Howard M. Jenkins                       6,473,251    (7)                  3.76

E. Vane McClurg                         1,125,644    (8)                   *

Kelly E. Norton                             2,825                          *

Maria A. Sastre                                 -                          -

James J. Lobinsky                          67,588    (9)                   *

David P. Phillips                          47,214   (10)                   *

Employee Stock Ownership Plan          52,511,266                        30.49

All directors and executive
    officers as a group (36)           73,900,541   (11)                 42.91

SunTrust Bank                           9,898,809   (12)                  5.75

Nancy E. Jenkins                        9,549,509   (13)                  5.54




* Shares represent less than 1% of common stock.

Note references are explained on pages 7 and 8.





                                       6





(1)  As used in the table on the preceding page,  "beneficial  ownership"  means
     the sole or shared voting or investment power with respect to the Company's
     common stock.  Unless otherwise  indicated,  the individual has sole voting
     and  investment  power with  respect to the  shares  shown as  beneficially
     owned. For participants in the Company's Employee Stock Ownership Plan (the
     "ESOP"),  holdings  include  shares  allocated  to  their  individual  ESOP
     accounts,  over which each  participant  exercises  sole  voting  power and
     shared  investment  power.  In  accordance  with the  beneficial  ownership
     regulations,   the  same  shares  of  common   stock  may  be  included  as
     beneficially  owned by more than one individual or entity.  The address for
     all  beneficial  owners  except  SunTrust  Bank  is 3300  Publix  Corporate
     Parkway,  Lakeland,  Florida 33811 with a mailing  address of P.O. Box 407,
     Lakeland,  Florida  33802-0407.  The  address  for  SunTrust  Bank  is  303
     Peachtree Street, Suite 1500, Atlanta, Georgia 30308.

(2)  Carol  Jenkins  Barnett  has sole  voting and  investment  power over 3,022
     shares of common  stock  which are held  indirectly  and shared  voting and
     investment  power over  9,880,382  shares of common stock  pursuant to Rule
     13d-3(d)(1) under the Act which are held indirectly in trusts. Total shares
     beneficially  owned include  1,135,517 shares of common stock also shown as
     beneficially owned by her husband,  Hoyt R. Barnett,  but exclude all other
     shares  beneficially  owned by Hoyt R.  Barnett,  as to which Carol Jenkins
     Barnett disclaims  beneficial  ownership.  Total shares  beneficially owned
     also include  8,744,865  shares of common stock also shown as  beneficially
     owned by SunTrust Bank who has sole voting and  investment  power under the
     terms of a trust.

(3)  Hoyt R.  Barnett  is  Trustee  of the  ESOP  which is the  record  owner of
     52,511,266  shares of common  stock  over  which he has  shared  investment
     power.  As  Trustee,  Hoyt R.  Barnett  exercises  sole  voting  power over
     1,154,989  shares of common  stock in the ESOP because such shares have not
     been  allocated to  participants'  accounts.  For ESOP shares  allocated to
     participants'  accounts, Hoyt R. Barnett will vote the shares as instructed
     by  participants.  Additionally,  Hoyt R. Barnett will vote the ESOP shares
     for which no instruction is received. Hoyt R. Barnett has shared voting and
     investment  power over  1,237,338  shares of common stock  pursuant to Rule
     13d-3(d)(1) under the Act which are held indirectly in trusts. Total shares
     beneficially  owned include  1,135,517 shares of common stock also shown as
     beneficially  owned by his wife,  Carol  Jenkins  Barnett,  but exclude all
     other shares  beneficially owned by Carol Jenkins Barnett, as to which Hoyt
     R. Barnett disclaims beneficial ownership.

(4)  William E.  Crenshaw  has sole  voting and  investment  power over  529,886
     shares of common  stock  which are held  directly,  sole  voting and shared
     investment  power  over  32,221  shares  of  common  stock  which  are held
     indirectly  and shared  voting and  investment  power over 8,856  shares of
     common stock.

(5)  Sherrill W. Hudson has sole voting and investment  power over 500 shares of
     common stock which are held directly and shared voting and investment power
     over 1,000 shares of common stock.

(6)  Charles H. Jenkins, Jr. has sole voting and investment power over 1,111,340
     shares of common  stock  which are held  directly,  sole  voting and shared
     investment  power  over  63,054  shares  of  common  stock  which  are held
     indirectly,  and shared voting and investment  power over 384,621 shares of
     common stock.

(7)  Howard M. Jenkins has sole voting and investment  power over 664,740 shares
     of common stock which are held directly,  sole voting and investment  power
     over 162,103  shares of common stock which are held  indirectly  in trusts,
     sole voting and shared  investment power over 38,018 shares of common stock
     which are held  indirectly,  and shared  voting and  investment  power over
     5,608,390 shares of common stock which are held indirectly.

(8)  E. Vane McClurg has sole voting and investment  power over 15,000 shares of
     common stock which are held  indirectly  and shared  voting and  investment
     power over 1,110,644  shares of common stock  pursuant to Rule  13d-3(d)(1)
     under  the  Act  which  are  held  indirectly  in  a  trust.  Total  shares
     beneficially owned by E. Vane McClurg exclude 10,000 shares of common stock
     owned by his  wife,  as to  which  E.  Vane  McClurg  disclaims  beneficial
     ownership.


                                       7





(9)  James J. Lobinsky has sole voting and  investment  power over 100 shares of
     common  stock which are held  directly,  sole voting and shared  investment
     power over 47,338  shares of common  stock which are held  indirectly,  and
     shared voting and investment power over 20,150 shares of common stock.

(10) David P. Phillips has sole voting and  investment  power over 27,020 shares
     of common stock which are held directly,  sole voting and investment  power
     over 3,405  shares of common stock which are held  indirectly,  sole voting
     and shared  investment  power over 10,789  shares of common stock which are
     held  indirectly,  and shared voting and investment power over 6,000 shares
     of common stock.

(11) Includes  52,511,266 shares of common stock (30.49%) in the ESOP over which
     Hoyt R.  Barnett is  Trustee  as  described  in note (3).  As a group,  the
     directors and executive  officers have shared voting and  investment  power
     over 18,597,256 shares of common stock.

(12) SunTrust Bank has sole voting and investment power over 9,867,964 shares of
     common  stock  which are held in trusts  and shared  voting and  investment
     power over 30,845  shares of common stock which are held in trusts.  Shares
     beneficially  owned with sole voting and investment power include 8,744,865
     shares of common stock also shown as  beneficially  owned by Carol  Jenkins
     Barnett  who has  shared  voting  and  investment  power  pursuant  to Rule
     13d-3(d)(1) under the Act.

(13) Nancy E. Jenkins has sole voting and investment power over 9,427,558 shares
     of common stock which are held  indirectly and shared voting and investment
     power over 121,951 shares of common stock which are held indirectly. She is
     the sister of Howard M. Jenkins and Carol Jenkins Barnett,  aunt of William
     E. Crenshaw, cousin of Charles H. Jenkins, Jr. and sister-in-law of Hoyt R.
     Barnett.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

     Under Section 16 of the Securities  Exchange Act of 1934, certain officers,
directors and  stockholders of the Company are required to file reports of stock
ownership and changes therein with the Securities and Exchange  Commission.  The
Company believes that its officers, directors and stockholders complied with the
Section 16 filing requirements.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     During  2004,  the  Company  purchased  approximately  $2,185,000  of  food
products  from  Alma  Food  Imports,  Inc.,  a  company  owned by Julia  Jenkins
Fancelli,  sister of Howard  M.  Jenkins,  Carol  Jenkins  Barnett  and Nancy E.
Jenkins,  aunt of William E.  Crenshaw,  cousin of Charles H.  Jenkins,  Jr. and
sister-in-law of Hoyt R. Barnett.

     During  2004,  the Company paid  approximately  $352,000 to the law firm of
Hahn, McClurg,  Watson, Griffith & Bush for legal services. E. Vane McClurg is a
director and continues to provide legal services to the Company.

     In the opinion of management,  the terms of the foregoing  transactions are
no less  favorable  than terms that could have been obtained  from  unaffiliated
parties.

COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION

     Compensation  Committee  members,  who were all  directors  of the  Company
during 2004, include:  Joan G. Buccino,  Sherrill W. Hudson and Kelly E. Norton,
Chairman. There were no interlocks of the executive officers or directors of the
Company serving on the  compensation  or equivalent  committee of another entity
which  has  any  executive  officer  or  director  serving  on the  Compensation
Committee, other committee or Board of Directors of the Company.


                                       8





COMPENSATION COMMITTEE REPORT ON EXECUTIVE COMPENSATION

     The Compensation Committee has responsibility for reviewing and setting the
salary and  benefits  structure  of the Company  with  respect to its  executive
officers. The compensation for the named executive officers, including the Chief
Executive Officer (CEO), includes a base salary and an incentive bonus.

     The factors  considered in  determining  the base salary  include:  (1) the
overall level of responsibility  and the relationship to compensation  levels of
the Company's  management,  (2) the compensation levels of supermarket chains in
the  Company's  Peer Group  Index,  taking into  account the size and  financial
performance of the Company, (3) anticipated competitive operating conditions and
(4) overall economic  conditions.  Charles H. Jenkins,  Jr.'s annual base salary
was  increased by  approximately  10.6% to $537,550.  This  increase was heavily
influenced by factor (2) above, the compensation levels of supermarket chains in
the  Company's  Peer Group  Index,  taking into  account the size and  financial
performance  of the Company.  The most recently  available  base salaries of the
CEOs in the Company's  Peer Group Index range from $560,000 to  $1,300,000.  The
lowest CEO base salary is for a supermarket chain with  approximately $2 billion
in sales. The financial performance of the Company has been significantly better
than the  performance  of the  supermarket  chains in the  Company's  Peer Group
Index.

     Bonuses are paid  generally  once per year in the year  following  the year
earned. The incentive bonus plan covers approximately 375 management  employees.
The  Company's  incentive  bonus  plan is based on a target  bonus  equal to two
months pay for all full incentive  bonus  participants  (participants  generally
transition  in to the incentive  bonus over a two year period).  The formula for
the incentive bonus plan is based on the Company  achieving its sales and profit
goals for the fiscal year and thus paying the target bonus.  The incentive bonus
would be more or less  than the  target  bonus  based  on the  Company's  actual
results  compared to its sales and profit  goals.  There is no  incentive  bonus
unless greater than 80% of the target profit is achieved.  In general, the bonus
pool is allocated among the participating  management  employees,  including the
named executive officers,  according to their relative base compensation amounts
paid to them during the  calendar  year for which the  incentive  bonus is being
paid. The bonuses compensate the management  employees for their services during
the  calendar  year and an employee  must be employed at the end of the calendar
year to participate in the bonus.  Although the Company has a defined method for
calculating the incentive bonus, the Company's  Executive  Committee retains the
right to alter or discontinue  the incentive bonus plan at its discretion at any
time, for all or any participating  employees except for the Company's executive
officers.  Any  changes  to  the  incentive  bonus  plan  for  all or any of the
executive  officers are at the  discretion of the  Compensation  Committee.  For
fiscal 2004,  based on the  application of the parameters of the incentive bonus
plan, the Compensation  Committee  awarded Charles H. Jenkins,  Jr. the bonus of
$176,381 as set forth in the following Summary Compensation Table.

     The  compensation  earned by the executive  officers named in the following
Summary Compensation Table ranks at or near the bottom of compensation earned by
comparable  positions among the peer group  supermarket  chains in the Company's
Peer Group Index included in the performance graphs on pages 13 and 14.

     This  report is  submitted  by the  following  members of the  Compensation
Committee at the end of 2004:  Joan G. Buccino, Sherrill W. Hudson, and Kelly E.
Norton, Chairman.


                                       9





EXECUTIVE COMPENSATION

     The following table summarizes the compensation earned by the Company's CEO
and the Company's four most highly compensated executive officers other than the
CEO who were serving as  executive  officers at the end of 2004 and for services
rendered in all capacities to the Company during the years ended 2004,  2003 and
2002:




SUMMARY COMPENSATION TABLE

                                                                                          Long-Term Compensation
                                                                                    ----------------------------------
                                         Annual Compensation                              Awards               Payouts
                                --------------------------------------------------  ----------------------     -------
                                                                           Other
                                                                           Annual   Restricted                            All Other
Name and Principal Position                                                Compen-    Stock       Options/     LTIP       Compen-
( ) Years of Service            Year    Salary     Bonus (1)    Total      sation     Award       SARs (#)     Payouts    sation (2)
------------------------------------------------------------------------------------------------------------------------------------

                                                                                                

Charles H. Jenkins, Jr. (35)    2004   $537,550    $176,381   $713,931        -         -             -           -        $22,132
  Chief Executive Officer       2003    485,825      58,242    544,067        -         -             -           -         19,985
  and Director                  2002    447,000      94,790    541,790        -         -             -           -         21,041

William E. Crenshaw (30)        2004   $443,000    $145,357   $588,357        -         -             -           -        $22,132
  President and Director        2003    405,600      48,624    454,224        -         -             -           -         19,985
                                2002    375,800      79,692    455,492        -         -             -           -         21,041

David P. Phillips (20)          2004   $352,000    $115,498   $467,498        -         -             -           -        $22,132
  Chief Financial Officer       2003    305,000      36,564    341,564        -         -             -           -         19,985
  and Treasurer                 2002    254,000      53,863    307,863        -         -             -           -         21,041

Hoyt R. Barnett (36)            2004   $297,750    $ 97,698   $395,448        -         -             -           -        $22,132
  Vice Chairman and Director    2003    287,625      34,481    322,106        -         -             -           -         19,985
                                2002    287,625      60,993    348,618        -         -             -           -         21,041

James J. Lobinsky (48)          2004   $278,000    $ 91,217   $369,217        -         -             -           -        $22,132
  Senior Vice President         2003    255,180      30,592    285,772        -         -             -           -         19,985
                                2002    240,755      51,054    291,809        -         -             -           -         21,041



(1)  Amounts in this column include bonuses earned in the applicable year but
     paid in a subsequent year.

(2)  Amounts in this column include the Company's contribution to the ESOP and
     the 401(k) Plan.





                                                                   10





OTHER COMPENSATION

     The Company has a trusteed,  noncontributory defined contribution plan, the
ESOP,  for the  benefit  of  eligible  employees.  The  amount of the  Company's
discretionary  contribution  to the ESOP is determined  annually by the Board of
Directors  and can be made in  Company  common  stock  or  cash.  The  Company's
contribution  to this  plan is  allocated  to all  participants  on the basis of
compensation and the plan does not discriminate,  in scope, terms, or operation,
in favor of officers or directors of the Company.  Amounts earned for 2004, 2003
and  2002  under  the  plan  by the CEO and the  four  most  highly  compensated
executive  officers  other than the CEO are listed in the  Summary  Compensation
Table.

     The Company has a 401(k)  plan for the benefit of eligible  employees.  The
401(k) plan is a voluntary defined  contribution  plan.  Eligible  employees may
contribute  up to 10% of their  eligible  annual  compensation,  subject  to the
maximum  contribution  limits established by Federal law. The Company may make a
discretionary annual matching contribution to eligible participants of this plan
as determined by the Board of Directors.  During 2004,  2003 and 2002, the 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  paid in the
subsequent  year,  is in  common  stock  of  the  Company.  The  plan  does  not
discriminate,  in scope, terms, or operation,  in favor of officers or directors
of the Company.  The match earned for 2004,  2003 and 2002 under the plan by the
CEO and the four most highly  compensated  executive officers other than the CEO
are listed in the Summary Compensation Table.

     The  Company's  group health and dental  insurance  plans are  available to
eligible full-time and part-time employees and the group life insurance plan and
long-term disability plan are available to eligible full-time  employees.  These
plans do not discriminate,  in scope, terms, or operation,  in favor of officers
or directors of the Company.

     All  compensation  paid to executive  officers during 2004, other than cash
and  compensation  pursuant to the plans  described  above,  does not exceed the
minimum amounts required to be reported  pursuant to the Securities and Exchange
Commission rules.

AUDIT COMMITTEE REPORT

     At the end of 2004, the Audit Committee of the Company's Board of Directors
was  comprised  of three  Board  members  who were not  involved  in the current
management  of the  Company.  The Audit  Committee  members are  independent  as
defined by the rules of the New York Stock Exchange.

     The roles and  responsibilities  of the Audit  Committee are set forth in a
written  charter  adopted by the Board of  Directors.  A copy of the charter was
attached as an appendix to the 2004 Proxy Statement. The Audit Committee reviews
and reassesses  the charter  annually and recommends any changes to the Board of
Directors for approval.

     Management  is  responsible  for the  Company's  internal  controls and the
financial  reporting  process.  The  Company's  independent   registered  public
accounting  firm is  responsible  for  performing  an  independent  audit of the
Company's  consolidated  financial  statements  and an  audit  of the  Company's
internal  control over financial  reporting in accordance  with the standards of
the  Public  Company  Accounting  Oversight  Board  (United  States).  The Audit
Committee  monitors  and  oversees  these  processes  as  described in the Audit
Committee charter.

     The  Audit  Committee  reviewed  and  discussed  with  management  and  the
Company's  independent  registered  public accounting firm the Company's audited
consolidated  financial  statements for the fiscal year ended December 25, 2004.
The Audit  Committee also discussed  with the Company's  independent  registered
public  accounting  firm the matters  required to be  discussed  by Statement on
Auditing  Standards  No.  61,  Communication  with Audit  Committees.  The Audit
Committee  received the written  disclosures  and the letter from the  Company's
independent registered public accounting firm required by Independence Standards
Board  Standard  No. 1,  Independence  Discussions  with Audit  Committees,  and
discussed  with  the   independent   registered   public   accounting  firm  its
independence.

     Based  upon  the  review  and  discussions  referred  to in  the  preceding
paragraph,  the Audit  Committee  recommended to the Board of Directors that the
audited  consolidated  financial  statements be included in the Company's Annual
Report on Form 10-K for the fiscal year ended December 25, 2004, for filing with
the Securities and Exchange Commission.

     This report is submitted by the following members of the Audit Committee at
the end of 2004:  Joan G. Buccino,  Sherrill W. Hudson,  Chairman,  and Kelly E.
Norton.


                                       11





RELATIONSHIP WITH INDEPENDENT PUBLIC ACCOUNTANTS

     The  firm of  KPMG  LLP was the  Company's  independent  registered  public
accounting firm during 2004. The Audit Committee will make its recommendation to
the  Board  of  Directors  as to the  Company's  independent  registered  public
accounting firm for 2005 later this year.

     Representatives  of  KPMG  LLP  will  be  present  at the  meeting  with an
opportunity to make a statement if they desire to do so and will be available to
respond to appropriate questions.

     The fees of the Company's  independent  registered  public accounting firm,
KPMG LLP,  for the  indicated  services  performed  for the fiscal  years  ended
December 25, 2004 and December 27, 2003, were as follows:



                                    2004          2003
                                    ----          ----

                                (Amounts are in thousands)

                                             
Audit fees (1)                    $1,103           336
Audit-related fees (2)                41            23
Tax fees (3)                          95            78
All other fees                        --            --
                                  ------           ---

                                  $1,239           437
                                  ======           ===



(1)  Fees for audit services  include fees  associated  with the annual audit of
     the Company's financial statements,  annual audit of the Company's internal
     control over  financial  reporting and reviews of the  Company's  quarterly
     financial statements. The increase in audit fees for 2004 was primarily due
     to the audit of the internal  control over financial  reporting as required
     by the Sarbanes-Oxley Act of 2002.

(2)  Fees for audit-related  services primarily include fees associated with the
     annual audit of employee benefit plans and other audit services.

(3)  Fees for tax services  include fees  associated  with tax  compliance,  tax
     advice and tax planning.

     The Audit  Committee has reviewed and discussed the fees of KPMG LLP during
the last fiscal year for audit and non-audit  services and has  determined  that
the  provision  of  the  non-audit  services  are  compatible  with  the  firm's
independence.

     Under its charter and in accordance with the Audit  Committee  Pre-Approval
Policy adopted in 2003, the Audit Committee must  pre-approve all engagements of
the Company's independent registered public accounting firm. The Audit Committee
Pre-Approval Policy provides that the Audit Committee is required to pre-approve
all audit and non-audit services performed by the independent  registered public
accounting  firm in order to assure that the provision of such services will not
impair its  independence.  The  Audit  Committee  has delegated  the Chairman of
the Audit Committee the authority to evaluate and approve  engagements on behalf
of the  Audit  Committee  in the  event  that the need for  pre-approval  arises
between Audit Committee meetings. If the Chairman approves any such engagements,
he will report that approval to the Audit Committee at its next meeting.  During
2004, each new engagement of the independent  registered  public accounting firm
was approved in accordance with the policy.


                                       12





PERFORMANCE GRAPHS

     The following  performance graph sets forth the Company's  cumulative total
stockholder  return  during the five years ended  December  25,  2004,  with the
cumulative  total  return  on the S&P 500 Index and a custom  Peer  Group  Index
including   companies  in  the  same  line  of  business   (supermarket   retail
companies)(1).  The Peer Group Index is weighted based on the various companies'
market  capitalization.  The comparison  assumes $100 was invested at the end of
1999 in the  Company's  common  stock  and in each of the  related  indices  and
assumes reinvestment of dividends.

     The Company's  common stock is valued as of the end of each fiscal quarter.
After the end of a quarter,  however,  shares continue to be traded at the prior
valuation until the new valuation is received.  The cumulative  total return for
the companies  represented  in the S&P 500 Index and the custom Peer Group Index
is based on those  companies'  calendar year end trading price.  Therefore,  the
Company has provided a performance  graph based on the Company's fiscal year end
valuation  (rather than the trading price at fiscal year end,  representing  the
appraised  value as of the prior  fiscal  quarter).  For  comparative  purposes,
additional information is provided based on the fiscal year end trading price of
the Company's shares.

COMPARISON OF FIVE-YEAR CUMULATIVE RETURN BASED UPON YEAR END VALUATION




              1999        2000        2001       2002        2003        2004
            ------------------------------------------------------------------
                                                      

PUBLIX      $100.00      107.86       92.26      87.28      118.00      147.90
S&P 500      100.00       90.90       81.58      62.53       79.71       89.54
PEER GROUP   100.00      128.49      104.72      66.28       75.14       77.26




Note reference is explained on page 14.


                                       13





COMPARISON OF FIVE-YEAR CUMULATIVE RETURN BASED UPON YEAR END TRADING PRICE




              1999        2000        2001       2002        2003        2004
            ------------------------------------------------------------------
                                                      

PUBLIX      $100.00      106.24       93.29      84.82      107.74      136.71
S&P 500      100.00       90.90       81.58      62.53       79.71       89.54
PEER GROUP   100.00      128.49      104.72      66.28       75.14       77.26



(1)  Companies  included  in the peer  group  are:  A&P,  Albertson's,  Delhaize
     America  (Delhaize  America was formerly Food Lion and was included through
     December  2000 as it became a part of the  Delhaize  Group in April  2001),
     Kroger,  Safeway,  Weis Markets and  Winn-Dixie.  Peer group companies that
     have been  acquired  are  included in the  performance  graphs for all full
     years prior to their acquisition.


                                       14





PROPOSALS OF STOCKHOLDERS

     Proposals  of  stockholders  intended  to be  presented  at the 2006 Annual
Meeting of Stockholders must be received at the Company's corporate office prior
to November 10, 2005,  for  consideration  for inclusion in the Proxy  Statement
relating to that meeting.

OTHER MATTERS THAT MAY COME BEFORE THE MEETING

     At the date of this Proxy  Statement,  the Board of  Directors  knows of no
matter  other than the  matters  described  herein  that will be  presented  for
consideration at the meeting. However, if any other business shall properly come
before the  meeting,  all proxies  signed and returned by  stockholders  will be
voted in accordance with the best judgment of the persons voting the proxies.

By order of the Board of Directors,

/s/ John A. Attaway, Jr.
------------------------
John A. Attaway, Jr.
Secretary



Lakeland, Florida
March 2, 2005


     The Company's annual report to the Securities and Exchange Commission, Form
10-K,  for the fiscal year ended  December 25,  2004,  is being mailed with this
proxy statement to stockholders of record and beneficial  owners as of the close
of  business   on   February   2,  2005.   This  report  may  also  be  obtained
electronically,  free of charge,  through the Company's  website.  The Company's
website address is http://www.publix.com/stock.
                   ---------------------------


                                       15





                           PUBLIX SUPER MARKETS, INC.

                        Annual Meeting of Stockholders
                          April 12, 2005 at 9:30 a.m.
              Publix Corporate Office, 3300 Publix Corporate Parkway
                           Lakeland, Florida 33811

The Publix Super  Markets,  Inc.  Board of  Directors  recommends a vote FOR the
nominees  listed in Item 1 of this proxy.  You are  encouraged  to specify  your
choice by marking the  appropriate  box,  but you need not mark any boxes if you
wish to vote in  accordance  with the Board of  Directors'  recommendation.  The
shares  represented  by this  proxy  card will not be voted  unless you sign and
return this card by April 12, 2005, and the signed card is received prior to the
Annual Meeting.

If you plan to attend the Annual Meeting of Stockholders in person,  please mark
the appropriate box on the reverse side of this card.

Mark,  sign,  date and  return  your  proxy  card  promptly  using the  enclosed
envelope.

PROXY CARDS MUST BE RECEIVED PRIOR TO THE ANNUAL MEETING ON APRIL 12, 2005.

YOUR VOTE IS VERY IMPORTANT TO US.



                           PUBLIX SUPER MARKETS, INC.
       PROXY SOLICITED BY THE BOARD OF DIRECTORS FOR THE ANNUAL MEETING OF
                   STOCKHOLDERS TO BE HELD ON APRIL 12, 2005

The  undersigned  has  received  the Notice of Annual  Meeting  of  Stockholders
("Meeting")  to be held on April 12, 2005,  the Proxy  Statement  dated March 2,
2005,  and  the  2004  Annual  Report  to  Stockholders  for  the  Meeting.  The
undersigned  hereby  appoints  Howard M. Jenkins,  Charles H.  Jenkins,  Jr. and
William E. Crenshaw, or any of them, as proxies with full power of substitution,
to vote all shares of Publix  common stock that the  undersigned  is entitled to
vote at the  Meeting,  and at any  adjournments  or  postponements  thereof,  as
described  below.  The undersigned  acknowledges  that the signing of this proxy
revokes any and all proxies  previously given to vote the shares  represented by
this proxy card at the Meeting.

1. Election of Directors:
   Nominees: Carol Jenkins Barnett, Hoyt R. Barnett,    Joan G. Buccino,
             William E. Crenshaw,   Sherrill W. Hudson, Charles H. Jenkins, Jr.,
             Howard M. Jenkins,     E. Vane McClurg,    Kelly E. Norton,
             Maria A. Sastre

   [ ]  FOR all nominees listed above
   [ ]  FOR,  EXCEPT  WITHHOLD  VOTES FOR those  nominees  whose names have been
        crossed out above
   [ ]  WITHHOLD VOTES for all nominees listed above

2. Other Matters:  The proxies named above,  in their  discretion,  may vote the
   shares represented by this proxy card upon such other matters as may properly
   come before the Meeting.

--------------------------  --------    ---------------------------  --------
Signature                   Date        Signature if held jointly    Date


Note: Please sign  exactly as your name appears  hereon.  Joint owners must each
      sign. When signing as attorney-in-fact,  executor, administrator, trustee,
      guardian or other representative capacity, please give full title as such.





PLEASE MARK,  SIGN,  DATE AND RETURN THIS PROXY CARD PROMPTLY USING THE ENCLOSED
ENVELOPE.




   [ ]  I plan on  attending  the Annual  Meeting of  Stockholders  in person on
        April 12, 2005.

   [ ]  I have  multiple  accounts  and do not want to receive  Publix's  Annual
        Report to  Stockholders  for this  account.  (You should  leave this box
        unmarked on one proxy card.)

   [ ]  The address listed below is incorrect. My new address is:

                                               ---------------------------------
                                               Street
                                               ---------------------------------
                                               City        State       Zip





              To the Participants of the Publix Super Markets, Inc.
                      Employee Stock Ownership Plan ("ESOP")

                         Annual Meeting of Stockholders
                           April 12, 2005 at 9:30 a.m.
             Publix Corporate Office, 3300 Publix Corporate Parkway
                             Lakeland, Florida 33811


Dear ESOP Participant:

The Publix Super Markets,  Inc.  Annual Meeting of  Stockholders  ("Meeting") is
being held on April 12 this year. At the Meeting,  the Trustee of the ESOP, Hoyt
R.  Barnett,  or his  designee,  will vote the  shares of  Publix  common  stock
allocated to your ESOP account according to your instructions.  You may indicate
your voting instructions on the attached proxy on the last page of this booklet.
The Publix Board of Directors  recommends a vote FOR the nominees listed in Item
1 of the  proxy.  If you  indicate  "WITHHOLD  VOTES"  for  any or all  director
nominees on your proxy,  the Trustee or his designee  will not  exercise  voting
rights for your ESOP  shares with  respect to such  director  nominees.  If your
voting  instructions  as indicated on your properly  signed and dated proxy card
are not received  prior to the Meeting,  or if this proxy card is not  returned,
the Trustee or his designee will vote your ESOP shares in his discretion.

If you plan to attend the Annual Meeting of Stockholders in person,  please mark
the appropriate box on the attached proxy on the last page of this booklet.


Thank you,


Plan Administrator
Publix Super Markets, Inc.

March 2, 2005




PROXY CARDS MUST BE RECEIVED PRIOR TO THE ANNUAL MEETING ON APRIL 12, 2005.

YOUR VOTE IS VERY IMPORTANT TO US.





VOTING CARD IS ON THE LAST PAGE OF THIS BOOKLET.





                           PUBLIX SUPER MARKETS, INC.
              REQUEST FOR VOTING INSTRUCTIONS IN CONNECTION WITH
         THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON APRIL 12, 2005

The  undersigned  has  received  the Notice of Annual  Meeting  of  Stockholders
("Meeting")  to be held on April 12, 2005,  the Proxy  Statement  dated March 2,
2005,  and  the  2004  Annual  Report  to  Stockholders  for  the  Meeting.  The
undersigned,  a participant or  beneficiary  in the Publix Super  Markets,  Inc.
Employee Stock  Ownership  Plan  ("ESOP"),  with respect to all shares of Publix
common stock allocated to the ESOP account of the undersigned, the voting rights
of which are accorded to the undersigned under the ESOP (the "Account  Shares"),
hereby  requests and  instructs  Hoyt R.  Barnett,  Trustee of the ESOP,  or the
Trustee's  designee,  as  proxy  to vote  all of the  Account  Shares  that  the
undersigned  is  entitled to vote at the  Meeting,  and at any  adjournments  or
postponements  thereof,  in any  manner  and  with  the  same  effect  as if the
undersigned  were  the  record  owner of the  Account  Shares.  The  undersigned
authorizes and instructs the Trustee or his designee to vote as described below.
The undersigned  acknowledges that the signing of this proxy revokes any and all
proxies  previously  given to vote the Account Shares  represented by this proxy
card at the Meeting.

1. Election of Directors:
   Nominees:  Carol Jenkins Barnett
              Hoyt R. Barnett
              Joan G. Buccino
              William E. Crenshaw
              Sherrill W. Hudson
              Charles H. Jenkins, Jr.
              Howard M. Jenkins
              E. Vane McClurg
              Kelly E. Norton
              Maria A. Sastre

   [ ]  FOR all nominees listed above

   [ ]  FOR,  EXCEPT  WITHHOLD  VOTES FOR those  nominees  whose names have been
        crossed out above

   [ ]  WITHHOLD VOTES for all nominees listed above


2. Other  Matters:  The Trustee of the ESOP or his  designee,  in such  person's
   discretion,  may vote the Account Shares  represented by this proxy card upon
   such other matters as may properly come before the Meeting.


The Account Shares of the undersigned  will be voted as instructed  above by the
Trustee or his designee if this proxy card is properly  executed and received by
the Plan  Administrator  prior to the  Meeting on April 12,  2005.  If no voting
instructions are marked,  or if this proxy card is not returned,  the Trustee or
his designee will vote the Account Shares in his discretion.


--------------------------------------------------------   --------------------
Signature                                                  Date

Note: Please sign exactly as your name appears on the reverse side of this proxy
      card. When signing as attorney-in-fact,  executor, administrator, trustee,
      guardian or other representative capacity, please give full title as such.


   [ ]  I plan on  attending  the Annual  Meeting of  Stockholders  in person on
        April 12, 2005.



      PROMPTLY MARK, SIGN, DATE, TEAR ALONG THE PERFORATED LINE TO REMOVE
           PROXY CARD FROM BOOKLET, FOLD AND RETURN EITHER THROUGH
          PUBLIX'S UNMETERED MAIL SYSTEM OR IN THE ENCLOSED ENVELOPE.



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Lakeland