UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 11)
Publix Super Markets, Inc.
--------------------------
(Name of Issuer)
Common Stock, Par Value $1.00 Per Share
---------------------------------------
(Title of Class of Securities)
None
------------
(CUSIP Number)
December 31, 2003
-----------------------------------------------------
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
|X| Rule 13d-1(b)
|_| Rule 13d-1(c)
|_| Rule 13d-1(d)
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act.
Page 1 of 4
SCHEDULE 13G
CUSIP No. None Page 2 of 4 Pages
---- -- --
1 Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
Publix Super Markets, Inc. Employee Stock Ownership Plan
59-1673419
2 Check the Appropriate Box if a Member of a Group
(a)____
(b)__x_
3 SEC Use Only
4 Citizenship or Place of Organization
Employee Benefit Plan (Florida)
Number of
Shares 5 Sole Voting Power 0
Beneficially
Owned By 6 Shared Voting Power 53,514,499
Each
Reporting 7 Sole Dispositive Power 0
Person
With: 8 Shared Dispositive Power 53,514,499
9 Aggregate Amount Beneficially Owned by Each Reporting Person
53,514,499
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares ____
Not applicable.
11 Percent of Class Represented by Amount in Row (9)
30.0%
12 Type of Reporting Person
EP
SCHEDULE 13G
CUSIP No. None Page 3 of 4 Pages
---- -- --
Item 1(a). Name of Issuer:
Publix Super Markets, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
3300 Airport Road, Lakeland, FL 33811
Item 2(a). Name of Person Filing:
Publix Super Markets, Inc. Employee Stock Ownership Plan
Item 2(b). Address of Principal Business Office or, if none, Residence:
3300 Airport Road, Lakeland, FL 33811
Item 2(c). Citizenship:
Employee Benefit Plan (Florida)
Item 2(d). Title of Class of Securities:
Common Stock, Par Value $1.00 Per Share
Item 2(e). CUSIP Number:
None
Item 3. This statement is filed pursuant to Rule 13d-1(b). Check whether the
person filing is an employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F): |X|
Item 4. Ownership
---------------------
Information regarding ownership of common stock of the Company:
(a) Amount beneficially owned: 53,514,499
(b) Percent of class: 30.0%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote: 53,514,499
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition
of: 53,514,499
SCHEDULE 13G
CUSIP No. None Page 4 of 4 Pages
---- -- --
As of December 31, 2003, the Publix Super Markets, Inc. Employee Stock
Ownership Plan ("ESOP") was the beneficial owner, as that term is defined under
Rule 13d-3 under the Securities Exchange Act of 1934, as amended, of a total of
53,514,499 shares of the Company's common stock or approximately 30.0% of the
total outstanding shares of the Company's common stock.
Changes that have occurred in the total number of shares of common stock
held by the ESOP since the filing of the tenth amendment to the initial
statement are reflected in Schedule 1 attached hereto. All such changes have
been in accordance with the terms of the ESOP.
Item 5. Ownership of Five Percent or Less of a Class
-----------------------------------------------------
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
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Dividends paid on the Company's common stock and attributable to shares
allocated to ESOP participants' accounts may be distributed to such participants
as directed by Publix Super Markets, Inc. in accordance with the terms of the
Publix Super Markets, Inc. Employee Stock Ownership Trust.
Item 7. Identification and Classification of the Subsidiary Which Acquired
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the Security Being Reported on By the Parent Holding Company or
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Control Person
--------------
Not applicable.
Item 8. Identification and Classification of Members of the Group
------------------------------------------------------------------
Not applicable.
Item 9. Notice of Dissolution of Group
---------------------------------------
Not applicable.
Item 10. Certification
----------------------
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the ordinary
course of business and were not acquired and are not held for the purpose
of or with the effect of changing or influencing the control of the issuer
of the securities and were not acquired and are not held in connection with
or as a participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Dated: February 13, 2004
/s/ Hoyt R. Barnett
-----------------------------
Hoyt R. Barnett, Trustee
Publix Super Markets, Inc.
Employee Stock Ownership Plan
SCHEDULE 1
SHARES HELD BY PUBLIX SUPER MARKETS, INC.
EMPLOYEE STOCK OWNERSHIP PLAN
Shares Shares
Date Acquired Disposed of Balance Description of Transaction
---- -------- ----------- ---------- --------------------------
Beginning Balance 53,621,261
Jan-03 326,922 53,294,339 Distributions to participants
Feb-03 629,477 52,664,862 Distributions to participants
Mar-03 1,511 52,666,373 Special company contribution
Mar-03 4,860,232 57,526,605 Company contribution - Publix
Super Markets, Inc.
Mar-03 37,121 57,563,726 Company contribution - Publix
Alabama, LLC; PublixDirect,
LLC; Publix Asset Management
Company
Mar-03 825,708 56,738,018 Distributions to participants
May-03 460,919 56,277,099 Distributions to participants
Jun-03 926,626 55,350,473 Distributions to participants
Aug-03 524,976 54,825,497 Distributions to participants
Sep-03 781,484 54,044,013 Distributions to participants
Nov-03 316,145 53,727,868 Distributions to participants
Dec-03 284,348 53,443,520 Distributions to participants
Dec-03 70,979 53,514,499 Purchase
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4,969,843 5,076,605
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