ALICO INC
10-K, 1996-11-01
AGRICULTURAL PRODUCTION-CROPS
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             UNITED STATES SECURITIES AND EXCHANGE COMMISSION               
                         Washington, D. C.  20549                           
                                 FORM 10-K

__X__   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES     
        EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended August 31, 1996.
                                 OR
_____   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from ________________ to_______________. 
Commission file number 0-261.
                                  ALICO, INC.
            ______________________________________________________
            (Exact name of registrant as specified in its charter)

          Florida                                     59-0906081
_______________________________                  ____________________   
(State or other jurisdiction of                  (I.R.S. Employer 
 incorporation or organization)                   Identification No.)

   P. O. Box 338, La Belle, Florida                     33975
________________________________________              __________
(Address of principal executive offices)              (Zip Code)

                                                   (941)675-2966
Registrant's telephone number, including area code______________
     
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: 
                                         Name of each exchange on
            Title of each class              which registered
            ___________________          ________________________
                   None                            None

SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:

            COMMON CAPITAL STOCK, $1.00 Par value, Non-cumulative           
            _____________________________________________________
                             (Title of Class)
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K.
                                _________
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that
such registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
                       Yes __X__     No_____
As of October 11, 1996 there were 7,027,827 shares of stock outstanding and
the aggregate market value (based upon the average bid and asked price, as
quoted on NASDAQ) of the common stock held by nonaffiliates was
approximately $72,187,420.
                DOCUMENTS INCORPORATED BY REFERENCE                
Portions of the registrant's Annual Report and Proxy Statement dated
November 4, 1996 are incorporated by reference in Parts II and III,
respectively.
<PAGE>
                                 PART I
                                 ______

Item 1.          Business.
__________________________

Alico, Inc. (the "Company") is generally recognized as an agribusiness
company operating in Central and Southwest Florida.  The Company's primary
asset is 164,568 acres of land located in Collier, Hendry, Lee and Polk
Counties.  (See table on Page 5 for location and acreage by current primary
use.)  The Company is involved in various operations and activities
including citrus fruit production, cattle ranching, sugarcane and sod
production, and forestry.  The Company also leases land for farming, cattle
grazing, recreation, and oil exploration.

The Company's land is managed for multiple use wherever possible.  Cattle
ranching, forestry and land leased for farming, grazing, recreation and oil
exploration, in some instances, utilize the same acreage.

Agricultural operations have combined to produce from 73 to 93 percent of
annual revenues during the past five years.  Citrus groves generate the
most gross revenue.  Sugarcane ranks second in revenue production.  While
the cattle ranching operation utilizes the largest acreage, it ranks third
in the production of revenue.  Approximately 10,006 acres of the Company's
property are classified as timberlands, however, the area in which these
lands are located is not highly rated for timber production.  These lands
are also utilized as native range, in the ranching operation, and leased
out for recreation and oil exploration.

Diversification of the Company's agricultural base was initiated with the
development of a Sugarcane Division at the end of the 1988 fiscal year. 
The 5,023 acres in production during the 1996 fiscal year consisted of
110 acres planted in the fall of 1989, 380 acres planted in 1990, 1904
acres planted in 1992, 1,060 acres planted in 1993, and 1,569 acres planted 
in 1994.

The Company continued to expand agriculture activities during the 1996
fiscal year, continuing development of a farm leasing project.

Leasing of lands for rock mining and oil and mineral exploration, rental of
land for grazing, farming, recreation and other uses, while not classified
as agricultural operations, are important components of the Company's land
utilization and operation.  Gross revenue from these activities during the
past five years has ranged from 3 to 5 percent of total revenue.

The Company is not in the land sales and development business, except
through its wholly owned subsidiary, Saddlebag Lake Resorts, Inc.; however,
it does from time to time sell properties which, in the judgment of
management, are surplus to the Company's primary operations.  Gross revenue
from land sales during the past five years has ranged from 1 to 20 percent
of total revenues.





<PAGE>



For further discussion of the relative importance of the various  segments
of the Company's operations, including financial information regarding
revenues, operating profits (losses) and assets attributable to each major
segment of the Company's business, see Note 11 of Notes to Consolidated
Financial Statements and "Management's Discussion and Analysis of Financial
Condition and Results of Operations" incorporated in this document.

Subsidiary Operations
_____________________
The Company's wholly owned subsidiary, Saddlebag Lake Resorts, Inc. (the
"Subsidiary"), is only active in the subdividing, development and sale of
real estate.  The financial results of the operation of this subsidiary are
consolidated with those of the Company.  (See Note 1 of Notes to Financial
Statements.)

Contributions by the Subsidiary to the net income of the Company, during
the past five years, have ranged from 0 to 1 percent.  The Subsidiary has
two subdivisions near Frostproof, Florida which have been developed and are
on the market.  Approximately 70% of the lots have been sold.

Citrus
______
Approximately 7,790 acres of citrus were harvested during the 1996 season. 
Since 1983 the Company has maintained a marketing contract covering the
majority of the Company's citrus crop with Ben Hill Griffin, Inc., a
Florida corporation and major shareholder.  The agreement provides for
modifications to meet changing market conditions and provides that either
party may terminate the contract by giving notice prior to August 1st,
preceding the fruit season immediately following.  Under the terms of the
contract the Company's fruit is packed and/or processed and sold along with
fruit from other growers, including Ben Hill Griffin, Inc.  The proceeds
are distributed on a pro rata basis as the finished product is sold. 
During the year ended August 31, 1996, approximately 88% of the Company's
fruit crop was marketed under this agreement, the same percentage as in
1994/95.  The Company expects that the majority of the 1996/97 crop will be
marketed under the same terms.  In addition, Ben Hill Griffin, Inc.
provides harvesting services to the Company for citrus sold to unrelated
processors.  These sales accounted for the remaining 12% of total citrus
revenue for the year.

Ranch
_____
The Company has a cattle operation located in Hendry and Collier Counties,
Florida which is engaged primarily in the production of beef cattle and the
raising of replacement heifers.  The breeding herd consists of
approximately 20,000 cows, bulls and replacement heifers.  Approximately
45% of the herd are from one to five years old, while the remaining 55% are
six and older.  The Company primarily sells to contract cattle buyers.  The
Company also sells cattle through local livestock auction markets and to
packing and processing plants located in the area.  These buyers provide
ready markets for the Company's cattle.  The loss of any one or a few of
these plants and/or buyers would not, in management's view, have a material
adverse effect on the Company's cattle operation.  Subject to prevailing
market conditions, the Company may hedge up to 50% of its beef inventory by
entering into cattle futures contracts to reduce exposure to changes in 
market prices.  During 1993, the Company began a program of retaining 
ownership of calves shipped to Midwest feedlots.  This program results in 
increased sales prices per head as weight is added in the feedlot.

<PAGE>

Sugarcane
_________

The Company had 5,023 acres and 5,000 acres of sugarcane in production
during the 1995/96 and 1994/95 fiscal year, respectively.  The 1995/96 and
1994/95 crops yielded approximately 187,000 and 186,000 gross tons,
respectively.        

Forest Products
_______________

Approximately 6% of the Company's properties are classified as timberlands. 
The principal forest products sold by the Company, prior to the 1992/93
fiscal year, were pulpwood and sabal palms.  These products were sold to
a paper company and various landscaping companies, respectively.  During
the 1995/96 fiscal year, revenues consisted entirely of sabal palms
sold to landscaping companies.  The Company does not incur any of the
harvesting expenses.

Part of the lands, from which the timber was removed, is being converted to
semi-improved pasture and other uses.

Land Rental for Grazing, Agricultural and Other Uses
____________________________________________________

The Company rents lands to others for grazing, farming and recreational
uses, on a tenant-at-will basis, for an annual fee.  The income is not
significant when compared to overall gross income, however, it does help to
offset the expense of carrying these properties until they are put to a
more profitable use.  The Company has developed additional land to lease
for farming.

There were no significant changes in the method of rental for these
purposes during the past fiscal year.

Leases for Oil and Mineral Exploration
______________________________________

The Company has leased subsurface rights to a portion of it's properties
for the purpose of oil and mineral exploration.  Currently, there is one
lease in effect.

Twenty-three wells have been drilled during the years that the Company has
been leasing subsurface rights to oil companies.  The drilling has resulted
in twenty-one dry holes, one marginal producer, which has been abandoned, 
and one average producer, still producing.

Mining Operations:  Rock and Sand
_________________________________

The Company leases 7,927 acres in Lee County, Florida to Florida Rock
Industries, Inc. of Jacksonville, Florida for mining and production of
rock, aggregate, sand, baserock and other road building and construction
materials.

Royalties which the company receives for these products are based on a
percentage of the f.o.b. plant sales price.

<PAGE>

Competition
___________

As indicated, the Company is primarily engaged in a limited number of
agricultural activities, all of which are highly competitive.  For
instance, citrus is grown in several states, the most notable of which are: 
Florida, California, Arizona and Texas.  In addition, citrus and sugarcane
products are imported from some foreign countries.  Beef cattle are
produced throughout the United States and domestic beef sales must also
compete with sales of imported beef.  Additionally, forest and rock
products are produced in most parts of the United States.  Leasing of land
for oil exploration is also widespread.

The Company's share of the market for citrus, cattle and forest products in
the United States is insignificant.

Environmental Regulations
_________________________

The Company's operation is subject to various federal, state and local laws
regulating the discharge of materials into the environment.  The Company is
in substantial compliance with all such rules and such compliance has not
had a material effect upon capital expenditures, earnings or the
competitive position of the Company.

While compliance with environmental regulations has not had a material
economic effect on the Company's operations, executive officers are
required to spend a considerable amount of time keeping current on these
matters.  In addition, there are ongoing costs incurred in complying with
the permitting and reporting requirements.

Employees
_________

At the end of August 1996 the Company had a total of 134 full-time
employees classified as follows:  Citrus 60; Ranch 17; Sugarcane 10;
Facilities Maintenance Support 32; General and Administrative 15.  There
are no employees engaged in the development of new products or research.

Seasonal Nature of Business
___________________________

As with any agribusiness enterprise, the Company's business operations are
predominantly seasonal in nature.  The harvest and sale of citrus fruit
generally occurs from October to June.  Cattle sales usually occur in the
first and fourth quarters of the fiscal year, with the majority occurring
in the fourth quarter.  Sugarcane is harvested during the first, second and
third quarters.  Other segments of the Company's business such as its
timber, mining and leasing operations, tend to be more successive than
seasonal in nature.

<PAGE>







Item 2.          Properties.
____________________________

At August 31, 1996, the Company owned a total of 164,568 acres of land
located in four counties in Florida.  Acreage in each county and the
primary classification with respect to present use of these properties is
shown in the following table:

<TABLE>
<CAPTION>
                 ACREAGE BY CURRENT PRIMARY USE
                 ______________________________
<S>
          Timber  Native  Improved     Citrus  Sugar-  Agri-        
County     Land  Pasture  Pasture  Sod  Land    cane  culture  Other  Total 
___________________________________________________________________________
         <C>     <C>       <C>     <C>  <C>    <C>    <C>    <C>    <C>  
Polk        550    8,870      447   --  3,148     --     --      4   13,019

Lee       3,731    1,088       --   --     --     --  1,460  3,645    9,924

Hendry    3,823   76,798   26,136  220  2,299  7,600  6,261  3,629  126,766

Collier   1,902    5,371    1,212   --  4,041     --     --  2,333   14,859
         ______  _______   ______  ___  _____  _____  _____  _____  _______

Totals   10,006   92,127   27,795  220  9,488  7,600  7,721  9,611  164,568
         ______  _______   ______  ___  _____  _____  _____  _____  _______
         ______  _______   ______  ___  _____  _____  _____  _____  _______

</TABLE>

Of the above lands, the Company utilizes 27,348 acres of improved pasture
plus approximately 56,000 acres of native pasture for cattle production and
7,927 acres are leased for rock mining operations.  Much of the land is
also leased for multi-purpose use such as cattle grazing, oil exploration,
agriculture and recreation.

In addition to the land shown in the above table, the Company owns full
subsurface rights to 1,173 acres and fractional subsurface rights to 18,882
acres.

From the inception of the Company's initial development program in 1948,
the goal has been to develop the lands for the most profitable use.  Prior
to implementation of the development program, detailed studies were made of
the properties focusing on soil capabilities, topography, transportation,
availability of markets and the climatic characteristics of each of the
tracts.  Based on these and later studies, the use of each tract was
determined.  It is the opinion of Management that the lands are suitable
for agricultural, residential and commercial uses.  However, since the
Company is primarily engaged in agricultural activities, some of the lands
are considered surplus to its needs for this purpose and, as indicated
under Item 1 of this report, sales of real property are made from time to
time.

Management believes that each of the major programs is adequately supported
by agricultural equipment, buildings, fences, irrigation systems and other
amenities required for the operation of the projects.

<PAGE>

In October 1992 the Company entered into a contract, with the Board of
Regents of the State of Florida, committing to a donation of 975 acres of
land and other items, in connection with a new state university.  In
addition to the contribution of land, the following items and amounts were
also committed:  design and planning - $200,000; academic chairs -
$1,200,000; road construction - $2,400,000.

Governmental approvals have been obtained to develop approximately 2,500
acres surrounding the University site.  However, the development schedule
of the University is subject to the appropriation of funds by the
legislature.  Currently, construction began in January 1996 with the 
opening to occur in the fall of 1997.

Item 3.          Legal Proceedings.
___________________________________

There are no pending legal proceedings involving the Company.

Item 4.          Submission of Matters to a Vote of Security Holders.
_____________________________________________________________________

There were no matters submitted to a vote of security holders during the
1996 fiscal year.

Executive Officers of the Company
_________________________________

Pursuant to General Instruction G(3) of Form 10-K, the following list is
included as an unnumbered Item in Part I of this report in lieu of being
included in the Proxy Statement for the Annual Meeting of Stockholders to
be held on November 26, 1996.

Election of Executive Officer is held each year at the Annual Meeting of
the Board of Directors following the Annual Meeting of the Stockholders.

Name                        Title                                       Age
____                        _____                                       ___

Ben Hill Griffin, III   Chairman of the Board (since March 1990),
                        President and Chief Executive Office (since
                        January 1988) and Director (since March 1973)    54

W. Bernard Lester       Executive Vice President and Chief Operating
                        Officer (since January 1988) and Director
                        (since 1987), prior to July 1, 1986 was
                        Executive Director of Florida Department of
                        Citrus for over five years                       57

L. Craig Simmons        Vice President (effective February, 1995),
                        Treasurer and Chief Financial Officer
                        (effective September 1, 1992), prior thereto 
                        was Controller (from January 1 to August 31,
                        1992) and Assistant Comptroller (from January
                        1 to December 31, 1991), prior to September
                        1990 was Controller of Farm/Citrus Division,
                        Collier Enterprises, Agribusiness Group          44 


<PAGE>
Based solely upon a review of Forms 3 and 4 and amendments thereto
furnished to the Company pursuant to Rule 16a-3(e) during the 1996 fiscal
year and Forms 5 and amendments thereto furnished to the Company during
fiscal year 1992 and certain written representations, if any, made to the
Company, no officer, director or beneficial owners of 10% or more of the
Company's common stock has failed to file on a timely basis any reports
required by Section 16(a) of the Exchange Act to be filed during fiscal
1996, except for a form 4 which was filed late by Mr. Thomas E. Oakley 
reporting the sale of 1,500 shares of Common Stock on April 25, 1996 and the
purchase of 50 shares of Common Stock on April 29, 1996.

                                     PART II
                                     _______

Item 5.          Market for the Registrant's Common Stock and Related       
_____________________________________________________________________
                 Stockholder Matters.
                 ____________________

Common Stock Prices
___________________

The common stock of Alico, Inc. is traded over-the-counter on the NASDAQ 
National Market System under the symbol ALCO.  The high and low sales prices, by
fiscal quarter, during the years ended August 31, 1996 and 1995 are presented  
below:
<TABLE>
<CAPTION>
                                 1996                    1995
                               Bid Price               Bid Price      
                               _________               _________
<S>
                            High       Low          High       Low          
                            <C>        <C>          <C>        <C>                         
First Quarter               22 1/4     17           18 1/4     16 1/2               

Second Quarter              26 1/2     21 3/4       17 5/16    15 1/2   

Third Quarter               25 1/2     20 11/16     17 1/2     15

Fourth Quarter              22 3/4     17 1/4       20         15 1/2
</TABLE>

Approximate Number of Holders of Common Stock
_____________________________________________
As of October 11, 1996 there were approximately 1,023 holders of record of
Alico, Inc. Common Stock.

Dividend Information
____________________

Only year-end dividends have been paid, and during the last three fiscal
years were as follows:
                                                          Amount Paid
     Record Date               Payment Date                Per Share 
     ___________               ____________               ___________

   October 22, 1993          November 12, 1993               $.15
   October 21, 1994          November 10, 1994               $.25           
   October 20, 1995          November 10, 1995               $.35        
<PAGE>

Dividends are paid at the discretion of the Company's Board of Directors. 
The Company foresees no change in its ability to pay annual dividends in
the immediate future; nevertheless, there is no assurance that dividends
will be paid in the future since they are dependent upon earnings, the
financial condition of the Company, and other factors.

Item 6.          Selected Financial Data.
_________________________________________
<TABLE>
<CAPTION>

<S>                                            Years Ended August 3l,
DESCRIPTION                  1996      1995      1994      1993      1992
                           ________  ________  ________  ________  ________ 
                                (In Thousands Except Per Share Amounts)     
                           <C>       <C>       <C>       <C>       <C>         
Revenues                   $ 36,089  $ 39,571  $ 38,502  $ 28,563  $ 32,284 
Costs and Expenses           29,269    25,105    26,799    24,103    24,930
Income Taxes                  2,381     5,525     3,975     1,503     2,455 
Cumulative Effect of 
  Accounting Change             -         -         -       2,337       -           
Net Income                    4,439     8,941     7,728     5,294     4,899
Average Number of
  Shares Outstanding          7,028     7,028     7,028     7,028     7,028
Net Income per Share            .63      1.27      1.10       .75       .70  
Cash Dividend Paid per Share    .35       .25       .15       .15       .15
Current Assets               34,877    31,736    28,341    23,597    22,572
Total Assets                114,504   109,007   102,185    90,516    85,632
Current Liabilities           5,115     5,656     5,660     2,936     4,748
Ratio-Current Assets 
  to Current Liabilities     6.82:1    5.61:1    5.01:1    8.04:1    4.75:1    
Working Capital              29,762    26,080    22,680    20,661    17,824
Long-Term Obligations        32,006    27,945    28,568    26,296    23,840
Total Liabilities            37,121    33,601    34,228    29,232    28,588
Stockholders' Equity         77,383    75,406    67,957    61,283    57,043
                                                                            
</TABLE>

Item 7.          Management's Discussion and Analysis of Financial
__________________________________________________________________
                 Condition and Results of Operations.
                 ____________________________________

The following discussion focuses on the results of operations and the   
financial condition of Alico.

This section should be read in conjunction with the consolidated financial 
statements and notes.

Liquidity and Capital Resources
_______________________________

The Company had cash and marketable securities of $11.1 million at August
31, 1996 compared with $10.6 million at August 31, 1995.  Working capital
also increased, from $26.1 million at August 31, 1995 to $29.8 million at
August 31, 1996.  Improved market prices for citrus products has caused
an increase in year end receivables for these products and is the primary
factor in the rise of working capital.   

<PAGE>

Actual construction on the university began in the third quarter of fiscal
1996 (see note 10).  Current plans are to have the core buildings completed 
for a projected opening in the fall of 1997.

In connection with the examination by the Internal Revenue Service (see note 
8) for the years ended August 31, 1992, 1991 and 1990, partial settlements
were made with the Internal Revenue Service during April of 1995 and June of
1996 for the year ended August 31, 1990.  The items conceded related to the 
timing of recognition of certain items previously expensed.  The effect of 
the $385,043 payment made in April 1995 was to increase interest expense by   
$124,784 and reduce the current deferred tax liability by $260,259.  The
$1,000,000 payment made in June 1996 reduced the current deferred tax liability
by $737,000.  Interest totaling $263,000 was recognized for the year ending
August 31, 1996.  The issues conceded related to the timing of items previously
expensed.  When the matter is completely resolved, any income taxes due will
become currently payable.  However, virtually all of the adjustments relate to
differences of opinion regarding the timing of recognition of various deductions
and, as a result, provision has been made through deferred income taxes and no
further significant adjustment to earnings is expected.  Management expects to
resolve the remaining proposed adjustments during fiscal 1997.

Cash outlay for land, equipment, buildings, and other improvements totaled $7.1
million, compared to $8.3 million during August 31, 1996 and 1995, respectively.
Major expenditures included capitalized maintenance costs for young citrus 
groves.  Land excavation for farm leasing also continued, as did expenditures 
for replacement equipment and sugarcane capital maintenance.  Development is now
complete on citrus groves.  Capital projects are currently expected to decline
during the next fiscal year.

Management believes that the Company will be able to meet its working capital  
requirements, for the foreseeable future, with internally generated funds.  In 
addition, the Company has unused credit commitments which provided for revolving
credit of up to $30 million of which $9.4 million was available for the Com-
pany's general use at August 31, 1996 (see note 6).







<PAGE>















Results of Operations
_____________________

Summary of results (in thousands):

<TABLE>
<CAPTION>
                                                Years Ended August 31,
                                              1996       1995       1994
                                            _______    _______    _______
<S>                                         <C>        <C>        <C>     

     Operating revenue                      $34,505    $30,547    $33,188
     Gross profit                             6,721      7,059      7,607        
     Profit (loss) on sale of real estate        56      7,585      3,726 
     Interest and investment income           1,033        998      1,045      
     Interest expense                           990      1,176        675   
     Provision for income taxes               2,381      5,525      3,975
     Effective income tax rate                 34.9%      38.2%      34.0%  
     Net income                               4,439      8,941      7,728      

</TABLE>

Operating Revenue
_________________

Operating revenues for fiscal 1996 increased 13 percent over fiscal 1995, 
primarily the result of increased citrus and ranch sales revenues.

Fiscal 1995 operating revenues decreased by 8 percent from fiscal 1994.  The 
decrease was primarily attributable to lower agricultural revenues.

Gross Profit
____________

Gross profit during fiscal 1996 decreased 5 percent from fiscal 1995.  While
gross profit from agriculture during the year approximated the prior year, the  
decline was due to increases in general and administrative expenses and allo-
cated costs.       

Gross profit during fiscal 1995 declined by 7 percent from fiscal 1994.  The 
decrease was attributable to higher production costs for citrus, decreased 
sugarcane production, and lower market prices for beef, combined with decreased 
sales volume.

Profit on Sale of Real Estate
____________________________________

Profit from the sale of real estate declined to $56 thousand during fiscal 1996,
compared to $7.6 million during fiscal 1995.  Sales were minimal, compared to 
the past two years, which included large sales in Polk and Lee Counties during
fiscal 1995 and 1994, respectively.

The Company recognized a $7.6 million profit from real estate sales during 
fiscal 1995, compared to a $3.7 million profit during fiscal 1994.  The fiscal
1995 profit was attributable to the sale of 5,800 acres in Polk County to the
State of Florida.



<PAGE>


Interest and Investment Income
______________________________

Interest and investment income is generated principally from investments in    
marketable equity securities, corporate and municipal bonds, mutual funds, U.S.
Treasury securities and mortgages held on real estate sold on the installment   
basis.  Investment earnings were reinvested throughout fiscal 1996 and 1995,
increasing investment levels during each year.  The rise in fiscal 1996 net 
interest and investment income resulted from higher investment levels.

Interest and investment income was lower in 1995 than fiscal 1994 primarily 
because of increased investment levels in equity securities.

Interest Expense
________________

Interest expense decreased 16 percent during fiscal 1996 due to falling 
interest rates during the year.  Conversely, fiscal 1995 interest expense rose 
74 % due to increased rates.  Total interest cost, which includes capitalized 
interest and is discussed in Note 6, decreased 3 percent during fiscal 1996 and
rose 69 percent during fiscal 1995, compared to each respective prior fiscal 
year. 

Provision for Income Taxes
__________________________
The effective tax rate was 34.9 percent during fiscal year 1996, compared to
38.2 percent during fiscal 1995 and 34 percent in fiscal 1994.  The fiscal
1995 increase was due to deferred tax accruals to provide for the effects of
the IRS audit (see note 8).  







<PAGE>




















Individual Operating Divisions
______________________________

Gross profit for the individual operating divisions, for fiscal 1996, 1995
and 1994, is presented in the following schedule and is discussed in
subsequent sections:

<TABLE>
<CAPTION>
                                               Years Ended August 31,
                                                   (in thousands)
                                         1996          1995          1994   
                                       _______       _______       _______
<S>                                    <C>           <C>           <C>      
CITRUS
  Revenues:
    Sales                              $22,966       $19,674       $18,796      
    Less harvesting & marketing          6,948         6,569         6,226
                                       _______       _______       _______
      Net Sales                         16,018        13,105        12,570

  Cost and Expenses:
    Direct production**                  5,964         5,488         4,926
    Allocated cost*                      2,470         2,205         2,220
                                       _______       _______       _______

      Total                              8,434         7,693         7,146     
                                       _______       _______       _______

        Gross profit, citrus             7,584         5,412         5,424
                                       _______       _______       _______

SUGARCANE
  Revenues:
    Sales                                5,851         6,026         6,839
    Less harvesting & hauling            1,237         1,294         1,566
                                       _______       _______       _______
      Net Sales                          4,614         4,732         5,273   
  Costs and expenses:
    Direct production                    1,758         1,681         1,789
    Allocated cost*                      1,152         1,291         1,367
                                       _______       _______       _______

      Total                              2,910         2,972         3,156
                                       _______         _____       _______

        Gross profit, sugarcane          1,704         1,760         2,117
                                       _______       _______       _______

<PAGE>











Individual Operating Divisions (Continued)


                                               Years Ended August 31,
                                                   (in thousands)
                                         1996          1995          1994
                                       _______       _______       _______
<S>                                    <C>           <C>           <C>
RANCH
  Revenues:
    Sales                                3,796         2,952         5,518                            
  Costs and expenses:
    Direct production                    3,890         1,438         2,241
    Allocated cost*                      1,539         1,008         1,608 
                                       _______       _______       _______

      Total                              5,429         2,446         3,849
                                       _______       _______       _______

        Gross profit (loss), ranch      (1,633)          506         1,669
                                       _______       _______       _______
        Total gross profit, 
          agriculture                    7,655         7,678         9,210
                                       _______       _______       _______

OTHER OPERATIONS
  Revenues:
    Rock products and sand                 935           956         1,123
    Oil leases and land rentals            679           678           708
    Sabal palms                            197           146           134
    Other                                   81           116            71
                                       _______       _______       _______

        Total                            1,892         1,896         2,036                  
  
Costs and expenses:
    Allocated Cost*                        456           384           383                                                         
    General and administrative,
      all operations                     2,370         2,131         3,256
                                       _______       _______       _______
       
        Total                            2,826         2,515         3,639
                                       _______       _______       _______
              
          Gross loss, other 
            operations                    (934)         (619)       (1,603) 
                                       _______       _______       _______

          Total gross profit             6,721         7,059         7,607
                                       _______       _______       _______




<PAGE>






                                              Years Ended August 31,
                                                  (in thousands)
                                         1996          1995          1994
                                       _______       _______       _______
<S>                                    <C>           <C>           <C>                  
INTEREST & DIVIDENDS 
  Revenue                                1,033           998         1,045       
  Expense                                  990         1,176           675 
                                       _______       _______       _______

        Interest & dividends, net           43          (178)          370
                                       _______       _______       _______
REAL ESTATE
  Revenue:
    Sale of real estate                    551         8,026         4,268
  Expenses:
    Cost of sales                          151           111           192
    Other Costs                            344           330           350
                                       _______       _______       _______

      Total                                495           441           542
                                       _______       _______       _______

        Gain on sale of real estate         56         7,585         3,726
                                       _______       _______       _______

          Income before income taxes   $ 6,820       $14,466       $11,703
                                       _______       _______       _______
                                       _______       _______       _______

</TABLE>

 *  Allocated expense includes ad valorem and payroll taxes, depreciation   
    and insurance.

**  Excludes capitalized maintenance cost of groves less than five years of 
    age consisting of $1.6 million on 1,648 acres in 1996, $1.4 million on    
    1,718 acres in 1995 and $1.0 million on 2,212 acres in 1994.

Citrus
______

Gross profit was $7.6 million for fiscal 1996 and $5.4 million for fiscal 
1995 and 1994.

Revenue from citrus sales increased 17 percent during fiscal 1996, compared to 
fiscal 1995 ($22.9 million during fiscal 1996 vs. $19.7 million during fiscal 
1995).  This was largely attributable to an 8 percent increase in production 
for the year (3.7 million boxes during fiscal 1996 vs. 3.4 million during fiscal
1995), combined with an 8 percent increase in the average market price per box
($6.21 in fiscal 1996 vs. $5.80 in fiscal 1995).

Direct production costs, associated with the increased yield, rose 10 percent
during fiscal 1996.  The corresponding large increase in revenues from citrus
sales offset the rise in costs and generated the 40 percent increase in gross   
profit for this division.

<PAGE>

Citrus revenue for fiscal 1995 rose 5 percent over fiscal 1994 ($19.7 million 
during fiscal 1995 vs. $18.8 million during fiscal 1994), the result of a 7 
percent production increase for the year, as 3.4 million boxes were harvested
during fiscal 1995, compared to 3.2 million boxes during fiscal 1994.  Direct 
production costs increased 11 percent over fiscal 1994 ($5.5 million during 
fiscal 1995 vs. $4.9 million during fiscal 1994), while allocated costs remained
constant for fiscal 1995 and 1994 at $2.2 million each year.

The rise in citrus revenue during fiscal 1995 was largely attributable to the 
increase in production discussed above.  The average market price, however,
declined 2 percent ($5.80 per box in fiscal 1995 vs. $5.94 per box in fiscal   
1994).

The increase in direct production during fiscal 1995 was due, in part, to the
addition of the last phase of the Corkscrew West Grove.  However, cultivation
costs increased again in fiscal 1996.  These expenses are typically impacted 
by various circumstances, such as, the weather, insect and other parasite 
pressure,combined with various disease prevention and treatment programs.  
The Company practices cultivation techniques that are designed to increase 
yield per acre and maximize the related cost to benefit ratio.

The final returns from citrus pools are not precisely determinable at year end.
Returns are estimated each year based on the most current information available
conservatively applied.  Differences between the estimates and the final reali-
zation of revenues can be significant.  Revenue collected in excess of prior 
year and year end estimates was $1.1 million, $1.8 million and $1.7 million 
during fiscal 1996, 1995 and 1994, respectively.
<TABLE>
<CAPTION>
                               ACREAGE BY VARIETY AND AGE

<S>          <C>  <C>  <C>  <C>  <C>  <C>  <C>    <C>    <C>   <C>    <C>
VARIETY      0-1  1-2  3-4  5-6  7-8  9-10 11-12  13-14  15-16  20+   Acres 
             ___  ___  ___  ___  ___  ____ _____  _____  _____  ___   _____
Early:
Parson Brown
  Oranges     -    -    -   117   30   -     -     -      -      -      147
Hamlin 
  Oranges     -   386  170   62   -   714    -     110    239  1,335  3,016
Red Grapefruit-    -    -    54   -    -     -      48    158    169    429    
White Grapefruit-  -    -    -   318   -     -      -      -      21    339
Tangelos      -    -    -    -    -    -     -      -      -     135    135
Navel Oranges -    -    -    15   -    -     -      54     84    -      153

Mid Season:
Pineapple 
  Oranges     -    -   103   -    -    -     -      18     -     467    588
Queen Oranges -    -    -    -    -    -     -      -      -      51     51
Honey 
  Tangerines  -    80   -    -    45   -     -      -      94     -     219
Midsweet        
  Oranges     -    54  110   -    -    -     -      -      -      -     164

Late:
Valencia 
  Oranges     -   826  310  557  329  800    -      35    165  1,225  4,247
           _____  ___  ___  ___ _____ ___   ___    ___    ___  _____  _____

  Totals:     - 1,346  693  805  722 1,514   -     265    740  3,403  9,488
</TABLE>
<PAGE>

Sugarcane
_________

Gross profit for fiscal 1996 was $1.7 million compared to $1.8 million for
fiscal 1995 and $2.1 million for fiscal 1994.

Sales revenues from sugarcane decreased 3 percent during fiscal 1996, compared 
to fiscal 1995 ($5.9 million vs. $6.0 million, respectively).  Direct production
and allocated costs also decreased 2 percent during the year ($2.9 million vs. 
$3.0 million, respectively).

The number of acres harvested and resulting yield for fiscal 1996 approximated
fiscal 1995 levels, resulting in the relatively minor difference in operating   
results (5 thousand acres harvested yielded 187 thousand gross tons in fiscal
1996 vs. 5 thousand acres yielding 186 thousand gross tons during fiscal 1995).

Sugarcane revenue decreased 12 percent during fiscal 1995 compared to fiscal 
1994 ($6.0 million vs. $6.8 million, respectively).  Direct production and allo-
cated costs decreased 6 percent during the year ($3.0 million vs. $3.2 million
during fiscal 1995 and 1994, respectively).

The sugarcane revenue and cost decreases were the result of an 11 percent 
decrease in the number of acres harvested during the year (5,000 acres in fiscal
1995 vs. 5,626 acres in fiscal 1994).

Ranching
________

The gross profit (loss) from ranch operations for fiscal 1996, 1995 and 1994 
was $(1.6 million), $506 thousand and $1.7 million, respectively.

Revenues from cattle sales increased 27 percent during fiscal 1996, compared to
fiscal 1995 ($3.8 million in fiscal 1996 vs. $3.0 million in fiscal 1995).  The
number of animals sold during the year increased 11 percent over the prior year
(7,211 sold in fiscal 1996 vs. 6,482 in fiscal 1995); however, the average 
revenue per pound decresed 17 percent.

Due to current market conditions, the Company has continued to retain ownership
in calves, which would have been sold in prior years, improving gross profit per
head.  Additionally, the Company has purchased futures contracts (see note 4) to
hedge against future price declines.

The large increase in revenue is attributable to the increase in the number of
feeder cattle sold during fiscal 1996.  By retaining ownership in calves and 
selling them at heavier weights, the Company was able to increase revenue per 
head by 22 percent.  However, direct production and allocated costs have more
than doubled ($5.4 million vs. $2.4 million during fiscal 1996 and 1995, 
respectively).  A large portion of the increase reflects the additional cost    
of feeding the calves until they reach a saleable finished weight.  Adverse
weather and growing conditions for corn combined to cause a grain shortage,
significantly driving the cost of cattle feed up.

The decrease in the market prices for beef is the primary cause for the loss
in this division.  An adjustment totaling $909 thousand was required during 
the year to write the beef inventory down to its estimated net realizable value
(lower of cost or market).
<PAGE>

Historically, the Company has included its sod farming activities with ranching
operations. Due to excessive rain and weed intrusion, the Company had to write
off certain sod fields in May 1996.  The writeoff included approximately $160 
thousand of remaining basis and $240 thousand of inventoried costs, for a total
loss of approximately $400 thousand.

Ranch revenue declined 47 percent during fiscal 1995, compared to fiscal 1994
($3.0 million in fiscal 1995 vs. $5.5 million in fiscal 1994).  Direct produc-
tion and allocated costs decreased 36 percent during the same period  ($2.4 
million in fiscal 1995 vs. $3.8 million in fiscal 1994).

As a result of retaining calves in the feedlot, 44 percent fewer animals were 
sold in fiscal 1995 than in fiscal 1994 (6,482 sold in fiscal 1995 vs. 11,525
in fiscal 1994).

The decrease in direct production and allocated costs was also caused by the 
decrease in the number of animals sold.

Other Operations
________________

Revenues from oil royalties and land rentals were $679 thousand for fiscal
1996 compared to $678 thousand and $708 thousand for fiscal 1995 and 1994,
respectively.  The decline during fiscal 1996 and 1995 from fiscal 1994 was
due to a decline in grazing and recreational leases due to land sales and
development around the university site.

Returns from rock products and sand were $935 thousand for fiscal 1996
compared to $955 thousand and $1.1 million for fiscal 1995 and 1994,
respectively.  The variations between each of the years is due to the
overall economic situation in the construction and road building
industries.  Rock and sand supplies are sufficient, and no major price
changes have occurred over the past 3 years.

Profits from the sale of sabal palms, for landscaping purposes, during
fiscal 1996 were $197 thousand compared to $146 thousand and $134 thousand
for fiscal years 1995 and 1994, respectively.

Direct and allocated expenses charged to the "Other" operations category 
included general and administrative and other costs not charged directly to
citrus, ranching, sugarcane or forestry.  These expenses totaled $2.8 million
during fiscal 1996 compared to $2.5 million during fiscal 1995 and $3.6 million
during fiscal 1994.  The fiscal 1996 increase over fiscal 1995 is primarily
attributable to increases in employee benefits ($141 thousand), workers' compen-
sation expense ($38 thousand) and ad valorem taxes ($82 thousand).  The decrease
of fiscal 1995 from fiscal 1994, was largely due to the donation of land for the
new university included in the 1994 expenses totaling $880 thousand.

During May of 1996, the Company agreed to sell 21,700 acres of land, in Hendry 
County, Florida, to the South Florida Water Management District for $11.5 
million.  The closing is expected to occur by the end of December 1996.  The 
Company may elect to use a portion of the sales value for a like kind property
exchange.  If a like kind property exchange occurs, the Company will not recog-
nize revenues or profit for the portion of the property exchanged.  If the 
property is sold, the Company will recognize revenue totaling $11.5 million and
a pretax gain in excess of $11 million.
<PAGE>



Item 8.          Financial Statements and Supplementary Data.
_____________________________________________________________

                          Independent Auditors' Report
                          ____________________________


The Stockholders and Board of Directors
Alico, Inc.:

We have audited the consolidated balance sheets of Alico, Inc. and subsid-
iary as of August 31, 1996 and 1995 and the related consolidated statements
of operations, stockholders' equity, and cash flows for each of the years in
the three-year period ended August 31, 1996.  In connection with our audits 
of the consolidated financial statements, we also have audited the related 
consolidated financial statement schedules as listed in Item 14(a)(2) herein.  
These consolidated financial statements and financial statement schedules are 
the responsibility of the Company's management.  Our responsibility is to 
express an opinion on these consolidated financial statements and financial 
statement schedules based on our audits. 

We conducted our audits in accordance with generally accepted auditing
standards.  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 signif-
icant 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 consolidated financial statements referred to above
present fairly, in all material respects, the financial position of Alico,
Inc. and subsidiary at August 31, 1996 and 1995, and the results of their
operations and their cash flows for each of the years in the three-year 
period ended August 31, 1996, in conformity with generally accepted accounting
principles.  Also in our opinion, the related consolidated financial 
statement schedules, when considered in relation to the consolidated 
financial statements taken as a whole, present fairly, in all material 
respects, the information set forth therein.


                                             KPMG PEAT MARWICK LLP
                                             (Signature)

October 4, 1996
Orlando, Florida




<PAGE>




<TABLE>
<CAPTION>



                         CONSOLIDATED BALANCE SHEETS

                                                         August 31,         
                                                    1996           1995
                                               _____________   ____________ 
<S>                                                                                                                  
           ASSETS
                                               <C>             <C>                             
Current assets:
    Cash, including time deposits and other 
      cash investments of $1,396,193 in 1996
      and $1,116,194 in 1995                   $  1,428,059    $  1,148,733
    Marketable equity securities available 
      for sale, at estimated fair value in 
      1996 and in 1995 (note 2)                   6,799,590       4,204,731      
    Other marketable securities available for
      sale, at estimated fair value in 1996, 
      and in 1995 (note 2)                        2,826,435       5,206,205      
    Accounts receivable ($7,758,469 in 1996 and 
      $5,272,823 in 1995 due from affiliate)
      (note 9)                                    9,432,838       6,989,369        
    Mortgages and notes receivable, current
      portion (note 3)                              867,145         864,885        
    Accrued interest receivable                     113,286         163,342        
    Inventories (note 4)                         13,284,527      13,057,136       
    Prepaid expenses                                124,752         101,461        
                                               ____________    ____________

      Total current assets                       34,876,632      31,735,862     
                                               ____________    ____________
Other assets:
    Land inventories                              7,777,942       7,322,740      
    Mortgages and notes receivable, net of
      current portion (note 3)                    1,531,947       2,229,528      
    Investments                                   1,016,526         925,785        
    Other                                               -            42,983         
                                               ____________    ____________  

      Total other assets                         10,326,415      10,521,036     
                                               ____________    ____________

Property, buildings and equipment (note 5)       97,029,453      91,703,367     
Less accumulated depreciation                   (27,728,927)    (24,953,086)   
                                               ____________    ____________

      Net property, buildings and equipment      69,300,526      66,750,281     
                                               ____________    ____________

      Total assets                             $114,503,573    $109,007,179   
                                               ____________    ____________
                                               ____________    ____________ 


<PAGE>






                                                        August 31,
                                                   1996           1995
                                               ____________   ____________

<S>                                            <C>            <C>                                           

      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
    Accounts payable                           $  1,070,092   $    949,397   
    Due to profit sharing plan (note 7)             223,152        217,968        
    Accrued ad valorem taxes                      1,095,427      1,076,241      
    Accrued donation (note 10)                    1,236,340      1,638,038      
    Accrued expenses                                142,047        136,597        
    Income taxes payable                            190,639        254,393         
    Deferred income taxes (note 8)                1,157,169      1,383,820        
                                               ____________   ____________

      Total current liabilities                   5,114,866      5,656,454      

Note payable to a bank (note 6)                  20,630,000     16,055,000     
Deferred income taxes (note 8)                   11,291,936     11,674,524      
Deferred retirement benefits (note 7)                84,117        214,945        
                                               ____________   ____________

      Total liabilities                          37,120,919     33,600,923     

Stockholders' equity:
    Preferred stock, no par value.  Authorized
      1,000,000 shares; issued, none                  -              -
    Common stock, $1 par value.  Authorized
      15,000,000 shares; issued and outstanding
      7,027,827 in 1996 and 1995                  7,027,827      7,027,827
    Unrealized gains on marketable securities
      (note 2)                                      261,686        264,739         
    Retained earnings                            70,093,141     68,113,690     
                                               ____________   ____________

      Total stockholders' equity                 77,382,654     75,406,256     
                                               ____________   ____________

      Total liabilities and stockholders'
        equity                                 $114,503,573   $109,007,179   
                                               ____________   ____________
                                               ____________   ____________


<FN>

See accompanying notes to consolidated financial statements.

</TABLE>
<PAGE>





<TABLE>
<CAPTION>
                   CONSOLIDATED STATEMENTS OF OPERATIONS

                                              Years Ended August 31,
                                          1996         1995         1994
                                      ___________  ___________  ___________
<S>                                   <C>          <C>          <C>
Revenue:
  Citrus (note 9)                     $22,966,004  $19,673,501  $18,796,161   
  Sugarcane                             5,850,764    6,025,745    6,838,759    
  Ranch                                 3,795,612    2,952,214    5,517,537    
  Forest products                         196,906      146,196      134,036      
  Rock products and sand                  934,992      955,461    1,122,893      
  Oil lease and land rentals              679,039      677,712      707,616      
  Profit on sales of real estate          550,578    8,026,209    4,267,504      
  Interest and investment income        1,033,124      998,185    1,046,198      
  Other income                             81,817      115,760       71,449      
                                      ___________  ___________  ___________

      Total revenue                    36,088,836   39,570,983   38,502,153   
                                      ___________  ___________  ___________
Costs and expenses (including charges
  from affiliate (note 9):
  Citrus production, harvesting and
    marketing                          15,381,924   14,261,502   13,371,456   
  Sugarcane production, harvesting
    and hauling                         4,147,284    4,265,976    4,721,731    
  Ranch                                 5,429,239    2,446,117    3,848,877    
  Real estate                             494,281      441,535      542,188      
  Interest (note 6)                       990,082    1,175,599      674,803      
  Other, general and administrative
    expenses                            2,826,422    2,514,573    3,639,768    
                                      ___________  ___________  ___________

      Total costs and expenses         29,269,232   25,105,302   26,798,823   
                                      ___________  ___________  ___________

      Income before income taxes        6,819,604   14,465,681   11,703,330    

Provision for income taxes (note 8)     2,380,414    5,524,311    3,975,486    
                                      ___________  ___________  ___________
               
      Net Income                      $ 4,439,190  $ 8,941,370  $ 7,727,844  
                                      ___________  ___________  ___________
                                      ___________  ___________  ___________

Weighted average number of shares
  outstanding                           7,027,827    7,027,827    7,027,827
                                      ___________  ___________  ___________
                                      ___________  ___________  ___________

Per share amounts:
  Net income                          $       .63  $      1.27  $      1.10 
  Dividends                           $       .35  $       .25  $       .15      
        
<FN>
See accompanying notes to consolidated financial statements.
</TABLE>
<PAGE>



<TABLE>
<CAPTION>                            CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                                                                      Unrealized 
                                   Common Stock                        Gains On
                         Preferred  Shares                 Retained     Securi-
                           Stock    Issued      Amount     Earnings      ities
                           _____  _________  __________  ___________    _______             
<S>                        <C>    <C>        <C>         <C>            <C>  
Balance, August 31, 1993      -   7,027,827  $7,027,827  $54,255,607       -           
_______________________

  Net income for the year
    ended August 31, 1994     -         -           -      7,727,844       -         

  Dividends paid              -         -           -     (1,054,174)      -               
                           _____  _________  __________  ___________  ________ 

Balance, August 31, 1994      -   7,027,827  $7,027,827  $60,929,277       -                 
________________________

  Net income for the year
    ended August 31, 1995     -         -           -      8,941,370       -        
  Unrealized gains on 
    securities                -         -           -            -     264,739
  Dividends paid              -         -           -     (1,756,957)      -
                          ______  _________  __________  ___________  ________  

Balance, August 31, 1995      -   7,027,827  $7,027,827  $68,113,690  $264,739
________________________

  Net income for the year
    ended August 31, 1996     -         -           -      4,439,190       -
  Unrealized loss on
    securities                -         -           -            -      (3,053)                
  Dividends paid              -         -           -     (2,459,739)      -        
                          ______  _________  __________  ___________  ________            

Balance, August 31, 1996      -   7,027,827  $7,027,827  $70,093,141  $261,686        
________________________  ______  _________  __________  ___________  ________  
                          ______  _________  __________  ___________  ________  

<FN>
See accompanying notes to consolidated financial statements.

</TABLE>
<PAGE>




<TABLE>
<CAPTION>                              







                              CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                    Years Ended August 31,  
                                                             1996           1995           1994     
                                                         ___________    ___________    ___________ 

<S>                                                      <C>            <C>            <C>                      
Increase (Decrease) in Cash and Cash Investments:

Cash flows from operating activities:
  Net Income                                             $ 4,439,190    $ 8,941,370    $ 7,727,844       
  Adjustments to reconcile net income to cash
    provided by operating activities:
      Depreciation and amortization                        4,136,333      4,177,199      3,883,351      
      Gain on breeding herd sales                           (255,277)      (185,422)      (181,232)       
      Deferred income tax expense and payments              (607,302)     2,906,324      1,474,842     
      Deferred retirement benefits                          (130,828)      (213,796)        35,898        
      Net (gain) loss on sale of marketable securities      (128,473)       (14,511)        84,311      
      Donations                                             (401,698)      (465,013)       879,540  
     (Gain) loss on sale of property and equipment           305,485        157,334         (3,697)      
      Gain on real estate sales                             (379,734)    (8,011,703)    (4,075,316) 
      Increase in land inventories                          (455,202)      (565,191)      (987,591)  
      Other                                                   74,426        (70,388)       (72,065)    
      Cash provided by (used for) changes in:
        Accounts receivable                               (2,443,469)       (53,005)    (1,450,066)
        Inventories                                         (227,391)    (2,375,786)    (1,021,537) 
        Prepaid expenses                                     (23,291)        87,659         19,053  
        Other assets                                          42,983         (2,513)           -     
        Accounts payable and accrued expenses                126,145       (455,575)       668,127  
        Income taxes payable                                 (63,754)       198,090       (329,921)      
                                                         ___________    ___________    ___________

          Net cash provided by operating activities        4,008,143      4,055,073      6,651,541 
                                                         ___________    ___________    ___________


<PAGE>























                                                                   Years Ended August 31,
                                                             1996           1995           1994
                                                         ____________   ____________    ___________

<S>                                                      <C>            <C>             <C>          
Cash flows from investing activities:
  Purchases of property and equipment                    (7,141,814)     (8,340,284)    (7,624,472)    
  Proceeds from disposals of property and equipment         364,398         233,813        430,075      
  Proceeds from sale of real estate                         420,364       8,322,300      1,417,847   
  Purchases of other assets                                (215,575)       (115,108)           -    
  Proceeds from the sale of other assets                    124,834             -              -       
  Purchases of marketable securities                     (3,848,245)     (1,900,519)    (2,098,657)
  Proceeds from sales of marketable securities            3,756,639       1,622,586      1,579,321  
  Collection of mortgages and notes receivable              695,321         719,631        149,380     
                                                        ___________      __________     __________
          Net cash provided by (used for) 
            investing activities                         (5,844,078)        542,419     (6,146,506) 
                                                        ___________      __________     __________
Cash flows from financing activities:
  Proceeds of bank loans                                 17,316,000      17,666,002     12,184,574 
  Repayment of loans                                    (12,741,000)    (20,325,000)   (11,190,025)
  Dividends paid                                         (2,459,739)     (1,756,957)    (1,054,174) 
                                                        ___________     ___________     __________

          Net cash provided by (used for)
            financing activities                          2,115,261      (4,415,955)       (59,625)
                                                        ___________     ___________     __________

          Net increase in cash  
            and cash investments                            279,326         181,537        445,410 

Cash and Cash investments:
  At beginning of year                                    1,148,733         967,196        521,786  
                                                        ___________     ___________    ___________

  At end of year                                        $ 1,428,059     $ 1,148,733    $   967,196 
                                                        ___________     ___________    ___________
                                                        ___________     ___________    ___________

Supplemental disclosures of cash flow information:

  Cash paid for interest, net of amount capitalized     $   886,239     $ 1,079,939    $   582,245 
                                                        ___________     ___________    ___________
                                                        ___________     ___________    ___________

  Cash paid for income taxes                            $ 3,186,861     $ 2,419,600    $ 2,830,861
                                                        ___________     ___________    ___________
                                                        ___________     ___________    ___________




<FN>

See accompanying notes to consolidated financial statements.

</TABLE>
<PAGE>






                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS                
                  Years Ended August 31, 1996, 1995 and 1994     


(1)  Summary of Significant Accounting Policies
     __________________________________________

     (a)  Basis of Consolidated Financial Statement Presentation
          ______________________________________________________

          The accompanying financial statements include the accounts of     
          Alico, Inc. (the Company) and its wholly owned subsidiary,       
          Saddlebag Lake Resorts, Inc. (Saddlebag), after elimination of    
          all significant intercompany balances and transactions.

     (b)  Revenue Recognition
          ___________________

          Income from sales of citrus under marketing pool agreements is     
          recognized at the time the crop is harvested.  The revenue is     
          based on the Company's estimates of the amounts to be received as 
          the sales of pooled products are completed.  Fluxuation in the    
          market prices for citrus fruit has caused the Company to          
          recognize additional revenue from the prior year's crop totaling  
          $1,087,921, $1,770,146, and $1,697,547 during fiscal years 1996,  
          1995 and 1994, respectively.
 
     (c)  Real Estate
          ___________

          Real estate sales are recorded under the accrual method of        
          accounting.  Retail land sales are not recognized until payments  
          received, including interest, aggregate 10 percent of the         
          contract sales price for residential real estate or 20 percent    
          for commercial real estate.  Sales are discounted to yield the    
          market rate of interest where the stated rate is less than the    
          market rate.  The recorded valuation discounts are realized as    
          the balances due are collected.  In the event of early            
          liquidation, interest is recognized on the simple interest        
          method.                                                           
     
          Tangible assets that are purchased during the period to aid in    
          the sale of the project as well as costs for services performed   
          to obtain regulatory approval of the sales are capitalized as     
          land and land improvements to the extent they are estimated to be 
          recoverable from the sale of the property.  Land and land         
          improvement costs are allocated to individual parcels on a per    
          lot basis which approximates the relative sales value method.     

<PAGE>





(1), Continued        

          The Company has entered into an agreement with a real estate      
          consultant to assist in obtaining the necessary regulatory        
          approvals for the development and marketing of a tract of raw     
          land.  The marketing costs under this agreement are being         
          expensed as incurred.  The costs incurred to obtain the necessary 
          regulatory approvals are capitalized into land costs when paid.   
          These costs will be expensed as cost of sales when the underlying 
          real estate is sold. 

     (d)  Marketable Securities Available for Sale
          ________________________________________

          For the year ending August 31, 1995, the Company adopted          
          Statement of Financial Accounting Standards (SFAS) No. 115        
          "Accounting for Certain Investments in Debt and Equity            
          Securities".  Prior years' consolidated financial statements have 
          not been restated to retroactively apply the provisions of this   
          statement.

          At August 31, 1995 and 1996, marketable securities available for 
          sale are carried at the aggregate estimated fair value of the 
          portfolio.  Aggregate net unrealized investment gains or losses 
          are recorded net of related deferred taxes in a separate component 
          of stockholders' equity until realized. 

          Fair value for debt and equity investments is based on quoted market 
          prices at the reporting date for those or similar investments.
          
          At August 31, 1994, marketable securities available for sale were  
          carried at the lower of the aggregate cost or market value of the 
          portfolio.  Aggregate net unrealized investment losses were included
          in the results of operations.   

          The cost of all marketable securities available for sale are      
          determined on the specific identification method.

     (e)  Inventories
          ___________

          Beef cattle inventories are stated at the lower of cost or        
          market.  The cost of the beef cattle inventory is based on the    
          accumulated cost of developing such animals for sale.

          Unharvested crops are stated at the lower of cost or market.  The 
          cost for unharvested crops is based on accumulated production     
          costs incurred during the eight month period from January 1       
          through August 31.

     (f)  Property, Buildings and Equipment
          _________________________________

          Property, buildings and equipment are stated at cost.  Properties 
          acquired from the Company's predecessor corporation in exchange   
          for common stock issued in 1960, at the inception of the Company, 
          are stated on the basis of cost to the predecessor corporation.   
          Property acquired as part of a land exchange trust is valued at   
          the carrying value of the property transferred to the trust.

<PAGE>


          The breeding herd consists of purchased animals and animals       
          raised on the ranch.  Purchased animals are stated at cost.  The  
          cost of animals raised on the ranch is based on the accumulated   
          cost of developing such animals for productive use.
 
          Depreciation for financial reporting purposes is computed on      
          straight-line and accelerated methods over the estimated useful   
          lives of the various classes of depreciable assets.

     (g)  Income Taxes
          ____________

          The Company accounts for income taxes under the asset and liability
          method.  Under this method, deferred tax assets and liabilities are
          recognized for the future tax consequences attributable to differences
          between the financial statement carrying amounts of existing assets 
          and liabilities and their respective tax bases.  Deferred tax assets
          and liabilities are measured using enacted tax rates expected to apply
          to taxable income in the years in which those temporary differences 
          are expected to be recovered or settled.  The effect on deferred tax 
          assets and liabilities of a change in tax rates is recognized in in-
          come in the period that includes the enactment date.        

     (h)  Earnings Per Share
          __________________

          Earnings per share has been computed by dividing net income by    
          the weighted average number of common shares outstanding during      
          the year.

     (i)  Cash Flows
          __________

          For purposes of the cash flows, cash and cash investments include 
          cash on hand and amounts due from banks with an original maturity 
          of less than three months.

     (j)  Reclassifications
          _________________

          Certain amounts from 1995 and 1994 have been reclassified to      
          conform to the 1996 presentation.

     (k)  Use of Estimates
          ________________

          In preparing the consolidated financial statements, management is 
          required to make estimates and assumptions that affect the reported 
          amounts of assets and liabilities.  Actual results could differ 
          significantly from those estimates.  Although some variability is 
          inherent in these estimates, management believes that the amounts 
          provided are adequate.          
<PAGE>




     (l)  Financial Instruments and Accruals
          __________________________________

          The carrying amounts in the consolidated balance sheets for accounts
          receivable, accounts payable and accrued expenses approximate fair 
          value, because of the immediate or short term maturity of these items.
          The carrying amounts reported for the Company's long-term debt approx-
          imate fair value, because the instrument is a variable rate note  
          which reprices frequently.

(2)  Marketable Securities Available for Sale
     ________________________________________

     The Company implemented Statement of Financial Auditing Standards      
     (SFAS) No. 115 "Accounting for Certain Investments in Debt and Equity  
     Securities" as of September 1, 1994.  Prior years' consolidated        
     financial statements have not been restated to retroactively apply the 
     provisions of this statement.

     SFAS 115 changes the way the Company determines the carrying value of  
     certain debt and equity investments.  Under prior guidelines,          
     investments were carried at the lower of cost or fair market value.    
     Gains or losses on the individual securities were recognized in        
     earnings when the investments were sold.
                                                                            
     At August 31, 1994, the marketable equity securities, which had a  
     cost basis of $4,038,704, were carried at market.  The unrealized loss, 
     totaling $22,167, was included in the results of operations for the year 
     then ended.

     Under SFAS 115, the Company has classified 100% of its investments in 
     marketable securities as available-for-sale and, as such, the securities  
     are carried at estimated fair value.  Any unrealized gains and losses, 
     net of related deferred taxes, are recorded as a net amount in a separate 
     component of stockholders' equity until realized.      
                    
     The amortized cost and estimated fair values of marketable securities 
     available for sale at August 31, 1996 and 1995 (in thousands) were as 
     follows:   
<TABLE>
<CAPTION>                        1996                                         1995
              __________________________________________  __________________________________________ 
                                 Gross         Estimated                     Gross         Estimated
              Amortized        Unrealized        Market   Amortized        Unrealized        Market
                 Cost       Gains    Losses      Value       Cost       Gains    Losses      Value
              __________  ________  ________  __________  __________  ________  ________  __________
<S>             <C>         <C>       <C>       <C>         <C>         <C>       <C>       <C>              
Equity 
  securities    $6,486      $421      $107      $6,800      $3,917      $352      $ 64      $4,205      

Debt 
  securities     2,721       119        14       2,826       5,069       208        71       5,206       
                ______      ____      ____      ______      ______      ____      ____      ______
Marketable 
  securities
  available 
  for sale      $9,207      $540      $121      $9,626      $8,986      $560      $135      $9,411      
                ______      ____      ____      ______      ______      ____      ____      ______
                ______      ____      ____      ______      ______      ____      ____      ______

<PAGE>




At August 31, 1996, debt instruments are collectible as follows:  $152,000 within one year, $321,020
between one and five years, $560,249 between five and ten years, and $841,254 thereafter.

</TABLE>

(3)  Notes Receivable
     ________________

     Notes receivable include mortgage and other notes receivable.          
     Mortgage notes receivable arose principally from real estate sales.    
     The balances (in thousands) at August 31, 1996 and 1995 are as         
     follows:
<TABLE>
<CAPTION>
                                                        1996      1995
                                                       ______    ______
     <S>                                               <C>       <C>
   
     Mortgage notes receivable on
       retail land sales, net                          $  448    $  470     
     Mortgage notes receivable on bulk land sales       1,735     2,453   
     Other notes receivable                               216       171     
                                                       ______    ______

              Total mortgage notes receivable           2,399     3,094    
     Less current portion                                 867       865      
                                                       ______    ______

              Non-current portion                      $1,532    $2,229   
                                                       ______    ______
                                                       ______    ______
     </TABLE>

     At August 31, 1996, substantially all contracts and mortgages on       
     retail land sales were collectible over periods ranging from 1 to 10   
     years with expected maturities as follows:  $53 thousand in 1997, 
     $53 thousand in 1998, $50 thousand in 1999, $36 thousand in 2000, 
     $25 thousand in 2001, and $231 thousand thereafter.

     At August 31, 1996, notes receivable, other than those from retail     
     land sales, were collectible over periods ranging from 1 to 5 years    
     with expected maturities as follows:  $814 thousand in 1997, $1,050      
     thousand in 1998, $11 thousand in 1999, $11 thousand in 2000, and
     $65 thousand in 2001, and none thereafter.                   


<PAGE>








(4)  Inventories
     ___________

     A summary of the Company's inventories (in thousands) at August 31,    
     1996 and 1995 is shown below:
<TABLE>
<CAPTION>
                                                 1996         1995
                                               _______      _______

          <S>                                  <C>          <C>

          Unharvested fruit crop on trees      $ 7,064      $ 6,027      
          Unharvested sugarcane                  2,231        2,138      
          Beef cattle                            3,937        4,429      
          Sod                                       53          463          
                                               _______      _______

               Total inventories               $13,285      $13,057      
                                               _______      _______
                                               _______      _______
</TABLE>
Subject to prevailing market conditions, the Company may hedge up to 50% of
its beef inventory by entering into cattle futures contracts to reduce
exposure to changes in market prices.  The Company has designated these
agreements as a hedge and, therefore, any gains or losses anticipated under
these agreements will be deferred, with the cost of the related cattle
being adjusted when the contracts are settled.

(5)  Property, Buildings and Equipment
     _________________________________

     A summary of the Company's property, buildings and equipment (in       
     thousands) at August 31, 1996 and 1995 is shown below:                 
<TABLE>
<CAPTION>
                                                             Estimated Use-
                                               1996     1995    ful Lives 
                                             _______  _______  ___________
          <S>                                <C>      <C>      <C>
          Breeding herd                      $13,184  $12,094   5-7 years
          Buildings                            3,038    3,035   5-40 years
          Citrus trees                        20,109   17,846  22-40 years
          Sugarcane                            2,651    2,142   4-15 years
          Equipment and other facilities      24,624   24,256   3-40 years
                                             _______  _______
 
             Total depreciable properties     63,606   59,373   
          Less accumulated depreciation       27,729   24,953   
                                             _______  _______

             Net depreciable properties       35,877   34,420   
          Land and land improvements          33,424   32,330   
                                             _______  _______
             Net property, buildings
               and equipment                 $69,301  $66,750  
                                             _______  _______
                                             _______  _______
</TABLE>
<PAGE>



     Except for special situations, the Company's citrus trees, fruit crop,
     unharvested sugarcane and cattle are uninsured.

(6)  Indebtedness
     ____________

     The Company has an unsecured financing agreement with commercial
banks that permit the Company to borrow up to $3,000,000 which is due on
demand and up to $27,000,000 which is due in January 1998.  Under these
agreements, there was no current debt as of August 31, 1996 and 1995.  The
total amount of long-term debt under this agreement at August 31, 1996 and
1995 was $20,630,000 and $16,055,000, respectively.

     Interest cost expensed and capitalized (in thousands) during the three 
     years ended August 31, 1996, 1995 and 1994 was as follows:
<TABLE>
<CAPTION>                     
                                             1996      1995      1994
                                            ______    ______    ______
          <S>                               <C>       <C>       <C>

          Interest expense                  $  990    $1,176    $  675    
          Interest capitalized                 703       576       359       
                                            ______    ______    ______

               Total interest cost          $1,693    $1,752    $1,034    
                                            ______    ______    ______
                                            ______    ______    ______
</TABLE>

(7)  Employee Benefit Plans
     ______________________

The Company has a profit sharing plan covering substantially all employees. 
The plan was established under Internal Revenue Code Section 401(k). 
Contributions made to the profit sharing plan were $223,152, $217,968 and
$248,594 for the years ended August 31, 1996, 1995 and 1994, respectively.

Certain officers and employees also have employment contracts for additional
retirement benefits, the cost of which is accruable on a present value basis
over the remaining term of the employment agreements.  The lives of such
officers and employees have been insured as a means of funding such additional
benefits.  The accrued pension liability for these additional retirement
benefits at August 31, 1996 and 1995 was $56,088 and $109,973, respectively.

Additionally, the Company implemented a nonqualified defined benefit
retirement plan covering the officers and other key management personnel of
the Company.  The plan is being funded by the purchase of insurance
contracts.  The accrued pension liability for the nonqualified defined
benefit retirement plan at August 31, 1996 and 1995 was $28,029 and
$108,862, respectively.

Pension expenses for the additional retirement benefits were approximately
$191,000, $167,000 and $196,000 for the years ended August 31, 1996, 1995
and 1994, respectively.
<PAGE>

(8)  Income Taxes
     ____________

     The provision for income taxes (in thousands) for the years ended      
     August 31, 1996, 1995 and 1994 is summarized as follows: 

<TABLE>
<CAPTION>
                                       1996      1995      1994
                                      ______    ______    ______
          <S>                         <C>       <C>       <C>
          Current:
              Federal income tax      $1,974    $1,980    $2,172    
              State income tax           353       322       327       
                                      ______    ______    ______

                                       2,327     2,302     2,499     
                                      ______    ______    ______
          Deferred:
              Federal income tax          48     2,911     1,234       
              State income tax             5       311       242       
                                      ______    ______    ______

                                          53     3,222     1,476       
                                      ______    ______    ______         
                 Total provision for
                   income taxes       $2,380    $5,524    $3,975    
                                      ______    ______    ______
                                      ______    ______    ______
</TABLE>

Following is a reconciliation of the expected income tax expense computed
at the U.S. Federal statutory rate of 34 percent and the actual income tax
provision (in thousands) for the years ended August 31, 1996, 1995 and
1994:
<TABLE>
<CAPTION>
                                       1996      1995      1994
                                      ______    ______    ______
          <S>                         <C>       <C>       <C>

          Expected income tax         $2,319    $4,918    $3,979    
          Increase (decrease)
            resulting from:
              State income taxes, net
                of federal benefit       248       525       425       
              Nontaxable interest 
                and dividends           (174)     (180)     (181)     
              Other reconciling
                items, net               (13)      261      (248)       
                                      ______    ______    ______
              Total provision for
                income taxes          $2,380    $5,524    $3,975    
                                      ______    ______    ______
                                      ______    ______    ______
</TABLE>
<PAGE>












(8), Continued

Some items of revenue and expense included in the statement of operations
may not be currently taxable or deductible on the income tax returns. 
Therefore, income tax assets and liabilities are divided into a current
portion, which is the amount attributable to the current year's tax return,
and a deferred portion, which is the amount attributable to another year's
tax return.  The revenue and expense items not currently taxable or
deductible are called temporary differences.

At August 31, 1996 the Company had an unused charitable contribution
carryover totaling $10,235,000.  Management estimates that $1,500,000 will
be used to reduce taxable income over the next four years.  As a result,
the estimated unusable portion of the carryover has been set up as the
valuation amount in the deferred tax asset schedule below.  The contri-
bution carryover expires in 1999.

The tax effects of temporary differences that give rise to significant
portions of the deferred tax assets and deferred tax liabilities are
presented below (in thousands):

<TABLE>
<CAPTION>
                                    1996       1995       
                                  _______    _______    
  <S>                             <C>        <C>        
  Deferred Tax Assets:
    Contribution carryover        $(3,851)   $(4,081)      
    Less valuation allowance        3,287      3,291           
                                  _______    _______    

    Net contribution carryover       (564)      (790)           
    Beef cattle inventory            (136)       -               
    Pension                          (116)      (163)            
    Other                             (32)       (31)            
                                  _______    _______    

      Total gross deferred 
        tax assets                   (848)      (984)          
                                  _______    _______   











<PAGE>




(8), Continued
                                    1996       1995     
                                  _______    _______    
  <S>                            <C>         <C>                  
  Deferred Tax Liabilities:
    Revenue recognized from
      citrus and sugarcane           999         546                
    Unharvested crop inventories      22         362             
    Deferred revenues              3,134       3,194                
    Property and equipment
      (principally due to
       depreciation and soil
       and water deductions)       8,208       8,302            
    Mortgage notes receivable        643         910               
    Other                            291         728              
                                 _______     _______    

      Total gross deferred
        tax liabilities           13,297      14,042           
                                 _______     _______    

      Net deferred income
        tax liabilities          $12,449     $13,058       
                                  _______    _______    
                                  _______    _______    

</TABLE>
The Company is currently under examination by the Internal Revenue Service
for the years ended August 31, 1992, 1991 and 1990.  The adjustments
proposed to date by the Internal Revenue Service would potentially result
in approximately $6.9 million in additional income taxes.  When the matter
is resolved, any income taxes due will become currently payable.  However,
the majority of the proposed adjustments relate to the timing of
recognition of certain income and expense items already provided for in the
Company's deferred tax liability accounts.

Partial settlements were made with the Internal Revenue Service during April
of 1995 and June of 1996 for the year ended August 31, 1990.  The items conceded
related to the timing of recognition of certain items previously expensed.  The
effect of the $385,043 payment made in April 1995 was to increase interest ex-
pense by $124,784 and reduce the current deferred tax liability by $260,259.
The $1,000,000 payment made in June 1996 reduced the current deferred tax lia-
bility by $737,000.  Interest totaling $263,000 was recognized for the year   
ending August 31, 1996. 

<PAGE>









(9)  Related Party Transactions
     __________________________

     Citrus     
     ______

Citrus revenues of $20,386,090, $17,398,420 and $16,555,206 were recognized
for a portion of citrus crops sold under a marketing agreement with Ben
Hill Griffin, Inc. (Griffin) for the years ended August 31, 1996, 1995 and
1994, respectively.  Griffin is the owner of 49.71 percent of the Company's
common stock.  Accounts receivable from citrus sales, included in the
accompanying balance sheets, include amounts due from Griffin totaling
$7,758,469 and $5,272,823 at August 31, 1996 and 1995, respectively.  These
amounts represent estimated revenues to be received periodically under
pooling agreements as the sale of pooled products is completed.

Harvesting, marketing, and processing costs, related to the citrus sales
noted above, totaled $6,099,481, $5,732,506, and $5,437,019 for the years
ended August 31, 1996, 1995 and 1994, respectively.  In addition, Griffin
provided the harvesting services for citrus sold to an unrelated processor. 
The aggregate cost of these services was $767,144, $764,082 and $738,737
for the years ended August 31, 1996, 1995 and 1994, respectively.  The
accompanying balance sheets include accounts payable to Griffin for citrus
production, harvesting and processing costs in the amount of $484,789 and
$312,045 at August 31, 1996 and 1995, respectively.

Other Transactions
__________________

The Company purchased fertilizer and other miscellaneous supplies,
services, and operating equipment from Griffin, on a competitive bid basis,
for use in its cattle, sugarcane, sod and citrus operations.  Such
purchases totaled $5,535,086, $4,190,784 and $3,282,467 during the years
ended August 31, 1996, 1995 and 1994, respectively.

(10)  Commitment
      __________

During October 1992 the Company entered into an agreement to donate land,
improvements and other items, to the State of Florida, to be used as a site
for a new university.  The gift included 975 acres of land, road
construction, engineering and planning services, assistance with utility
costs and academic chairs.  The commitment was recorded as a contribution
in May 1994 when the title to the land was transferred.  Costs related to
road construction have been accrued and capitalized into land.  Other costs
will be expensed as incurred.

(11)  Business Segment Information
      ____________________________

The Company is primarily engaged in agricultural operations, which are subject
to risk including market prices, weather conditions and environmental concerns.
The Company is also engaged in retail land sales and, from time to time, sells 
real estate considered surplus to its operating needs.  Information about the
Company's operations (in thousands) for the years ended August 31, 1996, 1995 
and 1994 is summarized as follows:
<PAGE>

<TABLE>
<CAPTION>
                                       1996        1995        1994
     <S>                             ________    ________    ________
     Revenues:                       <C>         <C>         <C> 
       Agriculture:             
         Citrus                      $ 22,966    $ 19,674    $ 18,796    
         Sugarcane                      5,851       6,026       6,839       
         Ranch                          3,796       2,952       5,518       
                                     ________    ________    ________

           Total agriculture           32,613      28,652      31,153      
         Real estate                      551       8,026       4,268         
         General corporate revenue      2,925       2,893       3,081       
                                     ________    ________    ________

           Consolidated total        $ 36,089    $ 39,571    $ 38,502    
                                     ________    ________    ________
                                     ________    ________    ________
     Operating income (loss):
       Agriculture:
         Citrus                      $  7,584    $  5,412    $  5,425    
         Sugarcane                      1,704       1,760       2,117    
         Ranch                         (1,633)        506       1,669    
                                     ________    ________    ________

           Total agriculture            7,655       7,678       9,211       
       Real estate                         56       7,585       3,725        
       General corporate revenue        2,925       2,893       3,082       
                                     ________    ________    ________

           Total operating income      10,636      18,156      16,018       
       Interest expense                  (990)     (1,176)       (675)       
       General corporate expenses      (2,826)     (2,514)     (3,640)     
                                     ________    ________    ________
           Income before income taxes
             and cumulative effect   $  6,820    $ 14,466    $ 11,703    
                                     ________    ________    ________
                                     ________    ________    ________

     <CAPTION>                         1996        1995        1994
                                     ________    ________    ________
     <S>
     Capital expenditures:           <C>         <C>         <C>     
       Agriculture:
         Citrus                      $  2,734    $  4,301    $  3,977    
         Sugarcane                        967         743         540       
         Ranch                          2,786       2,189       2,064       
         Sod                               54          78          14        
         Farm lands                       365         155         294        
         Heavy equipment                   89         574         569        
                                     ________    ________    ________

           Total agriculture            6,995       8,040       7,458       
       General corporate                  147         300         166       
                                     ________    ________    ________

           Consolidated total        $  7,142    $  8,340    $  7,624    
                                     ________    ________    ________
                                     ________    ________    ________

<PAGE>




                                       1996        1995        1994
<CAPTION>                            ________    ________    ________

     <S>                             <C>         <C>         <C>
     Depreciation, depletion and amortization:
       Agriculture:
         Citrus                      $  1,706    $  1,731    $  1,524    
         Sugarcane                        925         937         992         
         Ranch                          1,040       1,035         862       
         Sod                               49          81          83          
         Farm lands                        11           5           2          
         Heavy equipment                  311         295         255         
                                     ________    ________    ________

           Total agriculture            4,042       4,084       3,718       
       General corporate                   94          93         165         
                                     ________    ________    ________

           Consolidated total        $  4,136    $  4,177    $  3,883    
                                     ________    ________    ________
                                     ________    ________    ________

     Identifiable assets:            
       Agriculture:
         Citrus                      $ 47,874    $ 43,449    $ 40,602    
         Sugarcane                     22,846      22,154      22,557      
         Ranch                         13,710      12,619       9,354       
         Sod                              247       1,474       1,380       
         Farm lands                     1,240         887         736         
         Heavy equipment                1,461       1,699       1,503       
                                     ________    ________    ________

           Total agriculture           87,378      82,282      76,132      
       Real estate                     10,177      10,417       9,719       
       General corporate               16,949      16,308      16,334      
                                     ________    ________    ________

           Consolidated total        $114,504    $109,007    $102,185    
                                     ________    ________    ________
                                     ________    ________    ________

</TABLE>


Identifiable assets represents assets on hand at year-end which are
allocable to a particular segment either by their direct use or by
allocation when used jointly by two or more segments.  General corporate
assets consist principally of cash, temporary investments, mortgage notes
receivable and property and equipment used in general corporate business.


<PAGE>





<TABLE>
<CAPTION>
                                SELECTED QUARTERLY FINANCIAL DATA
                                            (UNAUDITED)

Summarized quarterly financial data (in thousands except for per share amounts) for the years ended
August 31, 1996 and August 31, 1995, is as follows:
                                                        Quarters Ended               

                           November 30,    Feb. 29, Feb. 28,       May 31,           August 31,
                          1995     1994      1996     1995      1996     1995      1996     1995
                        _______  _______   _______  _______   _______  _______   _______  _______    
<S>                     <C>      <C>       <C>      <C>       <C>      <C>       <C>      <C>                    
Revenue:
  Citrus                $ 4,170  $ 3,447  $ 7,133   $ 6,803   $8,721   $ 6,104   $ 2,942  $ 3,320     
  Sugarcane               1,386    1,162    4,022     3,861      355       848        88      155      
  Ranch                   1,535      611      196       329    1,533     1,210       532      802    
  Property sales             17       20       80        17       91        61       363    7,928      
  Interest                  352      246      260       274      234       238       187      240     
  Other revenues            364      390      429       372      506       604       593      529      
                        _______  _______  ________  _______  _______   _______   _______  _______

    Total revenue         7,824    5,876   12,120    11,656   11,440     9,065     4,705   12,974    
                        _______  _______   _______  _______   _______  _______   _______  _______
  
Costs and expenses:
  Citrus                  3,375    3,141    5,631     5,153    5,090     4,633     1,286    1,335    
  Sugarcane               1,051      792    3,147     2,960      -         486       (51)      28     
  Ranch                   1,529      447      144       192    3,198       975       558      832   
  Interest                  136      219      173       318      487       407       194      232     
  Other                     748      638      866       650      585       642     1,122    1,025   
                        _______  _______  _______   _______  _______   _______   _______  _______   
    Total costs and
      expenses            6,839    5,237    9,961     9,273    9,360     7,143     3,109    3,452    
                        _______  _______  _______   _______  _______   _______   _______  _______    

Income before 
  income taxes              985      639    2,159     2,383    2,080     1,922     1,596    9,522    

Provision for
  income taxes              338      218      759       843      857       695       427    3,768      
                        _______  _______  _______   _______  _______   _______   _______  _______

Net income              $   647  $   421  $ 1,400   $ 1,540  $ 1,223   $ 1,227   $ 1,169  $ 5,754  
                        _______  _______   _______  _______   _______  _______   _______  _______
                        _______  _______   _______  _______   _______  _______   _______  _______

Net income
  per share             $   .09  $   .06  $   .20   $   .22  $   .17   $   .17   $   .17      .82    
                        _______  _______  _______   _______  _______   _______   _______  _______
                        _______  _______  _______   _______  _______   _______   _______  _______

The weighted average number of shares outstanding totaled 7,027,827 shares during each of the
periods presented above.

</TABLE>  
                  
<PAGE>







Item 9.           Disagreements on Accounting and Financial Disclosure.
_______________________________________________________________________

     There were no disagreements on accounting and financial disclosures.


                                  PART III
                                  ________

Item 10.          Directors and Executive Officers of the Registrant.
_____________________________________________________________________

     For information with respect to the executive officers of the
registrant, see "Executive Officers of the Registrant" at the end of Part I
of this report.

     The information called for regarding directors is incorporated by
reference to Proxy Statement dated November 4, 1996.

Item 11.          Executive Compensation.
_________________________________________

Item 12.          Security Ownership of Certain Beneficial Owners and 
_____________________________________________________________________
                  Management.
                  ___________

Item 13.          Certain Relationships and Related Transactions.
_________________________________________________________________

     Information called for by Items 11, 12 and 13 is incorporated by
reference to Proxy Statement dated November 4, 1996.




<PAGE>




















                                    PART IV
                                    _______

Item 14.          Exhibits, Financial Statement Schedules and Reports
_____________________________________________________________________
                  on Form 8-K.
                  ____________
                                                                     
(a)1.  Financial Statements:                                         
       ____________________                                         

       Included in Part II, Item 8 of this Report

       Report of Independent Certified Public Accountants

       Consolidated Balance Sheets  -  August 31, 1996 and 1995

       Consolidated Statements of Operations  -  For the Years Ended
       August 31, 1996, 1995 and 1994

       Consolidated Statements of Stockholders' Equity  -  For the
       Years Ended August 31, 1996, 1995 and 1994

       Consolidated Statements of Cash Flows  -  For the Years Ended
       August 31, 1996, 1995 and 1994

(a)2.  Financial Statement Schedules:
       _____________________________

       Selected Quarterly Financial Data  -  For the Years Ended 
       August 31, 1996 and 1995  -  Included in Part II, Item 8

       Schedule I  -  Marketable Securities and Other Investments -
       For Year Ended August 31, 1996

       Schedule V  -  Property, Plant and Equipment  -  For the Years
       Ended August 31, 1996, 1995 and 1994

       Schedule VI  -  Reserves for Depreciation, Depletion and 
       Amortization of Property, Plant and Equipment  -  For the
       Years Ended August 31, 1996, 1995 and 1994

       Schedule IX  -  Supplementary Income Statement Information  -
       For the Years Ended August 31, 1996, 1995 and 1994

All other schedules not listed above are not submitted because they are not
applicable or not required or because the required information is included
in the financial statements or notes thereto.
        
<PAGE>





                                                                      
(a)3.  Exhibits:                                                      
       ________                                                      

       (3)  Articles of Incorporation: *

            Schedule I    -  Restated Certificate of Incorporation,
              Dated February 17, 1972
            Schedule II   -  Certificate of Amendment to Certificate
              of Incorporation, Dated January 14, 1974
            Schedule III  -  Amendment to Articles of Incorporation,
              Dated January 14, 1987
            Schedule IV   -  Amendment to Articles of Incorporation,
              Dated December 27, 1988
            Schedule V    -  By-Laws of Alico, Inc.,
              Amended to September 13, 1994

       (4)  Instruments Defining the Rights of Security Holders,
            Including Indentures  -  Not Applicable

       (9)  Voting Trust Agreement  -  Not Applicable

       (10) Material Contracts  -  Citrus Processing and Marketing
            Agreement with Ben Hill Griffin, Inc., dated November 2,
            1983, a Continuing Contract. *
       
       (11) Statement  -  Computation of Per Share Earnings
       
       (12) Statement  -  Computation of Ratios

       (18) Change in Accounting Principal  -  Not Applicable

       (19) Annual Report to Security Holders  -  By Reference

       (21) Subsidiaries of the Registrant  -  Not Applicable

       (22) Published Report Regarding Matters Submitted to Vote of
            Security Holders  - Not Applicable

       (23) Consents of Experts and Counsel  -  Not Applicable

       (24) Power of Attorney  -  Not Applicable

       (28) Information From Reports Furnished to State Insurance
            Regulatory Authorities  -  Not Applicable

       (99) Additional Exhibits  -  None
                                                                 
(b)3.  Reports on Form 8-K:                                          
       ___________________                                          

       Form 8-K dated December 18, 1995 regarding re-election of 
       Directors and election of Officers.



*  Material has been filed with Securities and Exchange Commission
   and NASDAQ and may be obtained upon request.



<PAGE>

<TABLE>
<CAPTION>







                                          ALICO, INC.
                                        
                                          SCHEDULE I
  
                        Marketable Securities and Other Investments                           
  
                                        August 31, 1996

  
  COLUMN A             COLUMN B            COLUMN C              COLUMN D              COLUMN E     
  ________             ________            ________              ________              ________

                                                                                     Amount of Which 
                                                                                     Each Portfolio
                                                                                     of Equity Secu-
                                                                                     rity Issues and
                   Number of Shares or                                               Each Other Se-
Name of Issuer     Units-Principal                          Market Value of Each     curity Issue
and Title of       Amounts of Bonds                         Issue at Balance Sheet   Carried in the
Each Issue         and Notes           Cost of Each Issue   Date                     Balance Sheet
______________     ________________    __________________   ______________________   _______________
<S>                   <C>                  <C>                    <C>                   <C>

Municipal Bonds       $1,722,523           $1,710,238             $1,817,093            $1,817,093  

Mutual Funds           2,731,987            2,731,987              2,903,204             2,903,204

Preferred Stocks          91,100            2,472,839              2,506,633             2,506,633

Common Stocks             40,232            2,139,853              2,246,345             2,246,345

Other Investments                             151,375                152,750               152,750       
                                           __________             __________            __________

     Total:                                $9,206,292             $9,626,025            $9,626,025                       
                                           __________             __________            __________                                 
                                           __________             __________            __________


</TABLE>                  

<PAGE>














<TABLE>
<CAPTION>
                                               ALICO, INC.
  
                                               SCHEDULE V

                                     PROPERTY, PLANT AND EQUIPMENT


COLUMN A                          COLUMN B    COLUMN C     COLUMN D         COLUMN E      COLUMN F       
________                          _________   _________   ___________   ______________  ____________ 
                                               
                                   Balance                              Other Changes    Balance at 
                                  Beginning   Additions   Retirements   Debit and/or      Close of
Description                       of Period    at Cost      or Sales   Credit-Describe     Period  
___________                       _________   _________   __________   _______________  ___________

For the Year Ended August 31, 1996
__________________________________                                     
<C>                              <C>          <C>         <C>          <C>             <C>   
Land                             $14,409,797  $  133,396  $   38,277   $               $14,504,916      
Roads                                489,213     256,312                                   745,525
Agricultural Land Preparation          9,906                                                 9,906
Forest Improvements                  100,026                                               100,026                                
Pasture Improvements               2,363,419     434,194                      3,708 *    2,801,321
Buildings                          3,034,835      82,938      80,198                     3,037,575
Feeding and Watering Facilities
  for Cattle Herd                     36,486                     419                        36,067
Water Control Facilities             871,337                                               871,337
Fences                               228,811      47,066       5,744                       270,133
Cattle Pens                          155,219                  20,264                       134,955
Citrus Groves, Including
  Irrigation Systems              36,176,961   2,573,697     116,004                    38,634,654
Equipment                          6,815,062     328,372     143,471                     6,999,963
Breeding Herd                     12,094,179   2,165,878   1,075,766                    13,184,291
Sugarcane-Land Prep.,Etc.         12,907,640     715,188                   681,658 *    14,304,486
Sod-Land Preparation,Etc.          1,118,258      44,615     335,585      (685,366)*       141,922
Farm Land Preparation                892,218     360,158                                 1,252,376
                                 ___________  __________  __________   ___________     ___________
 
                                 $91,703,367  $7,141,814  $1,815,728   $         0     $97,029,453
                                 ___________  __________  __________   ___________     ___________
                                 ___________  __________  __________   ___________     ___________

* Reclassification       

(/TABLE>

<PAGE> 




</TABLE>
<TABLE>
<CAPTION>




                                                  ALICO, INC.

                                                  SCHEDULE V

                                        PROPERTY, PLANT AND EQUIPMENT

COLUMN A                        COLUMN B     COLUMN C      COLUMN D       COLUMN E        COLUMN F  
________                        _________    _________    __________   _______________   ___________ 
              
                                 Balance                               Other Changes     Balance at
                                Beginning    Additions    Retirements   Debit and/or      Close of
Description                     of Period     at Cost      or Sales    Credit-Describe     Period   
___________                     _________    _________    ___________  _______________   ___________ 
 
For Year Ended August 31, 1995
______________________________
<S>                            <C>           <C>          <C>          <C>              <C>  
Land                           $14,574,228   $  159,902   $  324,333                     $14,409,797
Roads                              403,107       86,106                                      489,213
Agricultural Land Preparation        9,906                                                     9,906
Forest Improvements                102,818                     2,792                         100,026
Pasture Improvements             1,997,036      366,383                                    2,363,419
Buildings                        2,907,306      147,043       19,514                       3,034,835
Feeding and Watering Facilities
  for Cattle Herd                   32,886        3,600                                       36,486
Water Control Facilities           871,337                                                   871,337
Fences                             188,806       79,107       39,102                         228,811
Cattle Pens                        118,149       44,658        7,588                         155,219
Citrus Groves, Including
  Irrigation Systems            32,761,874    3,611,450      196,363                      36,176,961
Equipment                        5,980,970    1,386,613      552,521                       6,815,062
Breeding Herd                   10,979,640    1,622,552      508,013                      12,094,179
Sugarcane-Land Preparation,Etc. 12,761,667      629,125      483,152                      12,907,640
Sod-Land Preparation,Etc.        1,080,849       48,305       10,896                       1,118,258
Farm Land Preparation              736,778      155,440                                      892,218
                               ___________   __________   __________  _________________  ___________
                               
                               $85,507,357   $8,340,284   $2,144,274                 $0  $91,703,367
                               ___________   __________   __________  _________________  ___________
                               ___________   __________   __________  _________________  ___________

</TABLE>

<PAGE>
















<TABLE>
<CAPTION>
                                                  ALICO, INC.

                                                  SCHEDULE V

                                        PROPERTY, PLANT AND EQUIPMENT

COLUMN A                        COLUMN B      COLUMN C      COLUMN D       COLUMN E       COLUMN F
________                       __________    __________    ___________  ______________   ___________ 

                                 Balance                               Other Changes     Balance at
                                Beginning     Additions   Retirements   Debit and/or      Close of
Description                     of Period      at Cost     or Sales    Credit-Describe     Period
___________                    __________    __________   ___________  _______________   __________

For Year Ended August 31, 1994
______________________________
<S>                            <C>           <C>          <C>          <C>              <C>
Land                           $14,891,438   $   61,466   $  301,327      ($77,349) *   $14,574,228
Roads                              371,164       31,943                                     403,107
Agricultural Land Preparation        9,906                                                    9,906
Forest Improvements                102,818                                                  102,818
Pasture Improvements             1,546,508      450,528                                   1,997,036
Buildings                        2,784,232      353,003      196,276       (33,653) *     2,907,306
Feeding and Watering Facilities
  for Cattle Herd                   32,886                                                   32,886
Water Control Facilities           871,337                                                  871,337
Fences                             200,158        3,936       15,288                        188,806
Cattle Pens                        138,380       35,244       55,475                        118,149
Citrus Groves, Including
  Irrigation Systems            29,430,781    3,347,928       33,191        16,356  *    32,761,874
Equipment                        5,266,127    1,220,158      538,968        33,653  *     5,980,970
Breeding Herd                   10,664,853    1,371,832    1,057,045                     10,979,640
Sugarcane-Land Preparation,Etc. 12,787,783      446,203      502,808        30,489  *    12,761,667
Sod-Land Preparation,Etc.        1,104,105       13,759        6,526       (30,489) *     1,080,849
Farm Land Preparation              382,179      293,606                     60,993  *       736,778
                               ___________   __________   __________       _______      ___________

                               $80,584,655   $7,629,606   $2,706,904            $0      $85,507,357
                               ___________   __________   __________       _______      ___________
*  Reclassification            ___________   __________   __________       _______      ___________

</TABLE>

<PAGE>















<TABLE>
<CAPTION>

                                                 ALICO, INC.

                                                 SCHEDULE VI

         Reserves for Depreciation, Depletion and Amortization of Property, Plant and Equipment
         ______________________________________________________________________________________

COLUMN A                    COLUMN B     COLUMN C       COLUMN D       COLUMN E       COLUMN F      
________                   __________   __________    _____________   ___________   ____________

                                         Additions
                             Balance     Charged to                  Other Changes   Balance at    
                            Beginning  Profit & Loss                  Add (Deduct)    Close of  
Description                 of period    of Income     Retirements      Describe       Period     
___________                 _________  _____________  _____________  _____________  ___________

For the Year Ended August 31, 1996               
__________________________________
<C>                       <C>           <C>             <C>            <C>          <C>

Buildings                 $ 1,092,981   $  139,665      $   80,198     $            $ 1,152,448
Feeding and Watering Facilities
  for Cattle Herd              21,741        2,722             419                       24,044
Water Control Facilities      866,000                                                   866,000
Fences                         96,330       21,430           5,744                      112,016
Cattle Pens                    49,676       13,951          20,265                       43,362
Citrus Groves, Including
  Irrigation Systems        9,002,178    1,303,376         116,003                   10,189,551
Equipment                   3,329,601      904,448         127,171                    4,106,878
Breeding Herd               7,559,946      867,887         909,077                    7,518,756
Roads                               0       10,731                                       10,731
Sugarcane-Land Prep.,Etc.   2,752,281      827,397                       104,056 *    3,683,734
Sod-Land Preparation,Etc.     174,201       33,524         101,615      (104,056)*        2,054
Farm Land Preparation           8,151       11,202                                       19,353
                          ___________   __________      __________     _________    ___________

                          $24,953,086   $4,136,333      $1,360,492     $       0    $27,728,927
                          ___________   __________      __________     _________    ___________
                          ___________   __________      __________     _________    ___________    



* Reclassification

</TABLE>

<PAGE>










<TABLE>
<CAPTION>        
                                             ALICO, INC.

                                            SCHEDULE  VI

       Reserves for Depreciation, Depletion and Amortization of Property, Plant and Equipment
       ______________________________________________________________________________________

COLUMN A                          COLUMN B      COLUMN C       COLUMN D     COLUMN E      COLUMN F
________                         __________   _____________   ___________  ___________   __________

                                                Additions
                                   Balance      Charged to                Other Changes  Balance at
                                  Beginning   Profit & Loss                Add (Deduct)   Close of
Description                       of Period     or Income     Retirements    Describe      Period
___________                       _________   _____________   ___________  ___________   __________

For the Year Ended August 31, 1995
__________________________________
<S>                             <C>            <C>            <C>          <C>          <C>                   
Forest Improvements             $     2,792    $              $    2,792                $         0
Buildings                           974,796       137,700         19,515                  1,092,981
Feeding and Watering Facilities
  for Cattle Herd                    19,034         2,707                                    21,741
Water Control Facilities            707,510       158,490                                   866,000
Fences                              121,246        14,187         39,103                     96,330
Cattle Pens                          45,006        12,258          7,588                     49,676
Citrus Groves, Including
  Irrigation System               7,834,438     1,364,102        196,362                  9,002,178
Equipment                         2,924,537       866,991        461,927                  3,329,601
Breeding Herd                     7,120,195       855,410        415,659                  7,559,946
Sugarcane-Land Preparation, Etc.  2,521,318       714,115        483,152                  2,752,281
Sod-Land Preparation, Etc.          129,539        46,514          1,852                    174,201
Farm Land Preparation                 3,426         4,725                                     8,151
                                ___________    __________     __________   __________   ___________

                                $22,403,837    $4,177,199     $1,627,950           $0   $24,953,086
                                ___________    __________     __________   __________   ___________
                                ___________    __________     __________   __________   ___________


</TABLE>
<PAGE>


















<TABLE>
<CAPTION>


                                             ALICO, INC.

                                             SCHEDULE VI

       Reserves for Depreciation, Depletion and Amortization of Property, Plant and Equipment
       ______________________________________________________________________________________

COLUMN A                          COLUMN B      COLUMN C       COLUMN D      COLUMN E      COLUMN F 
________                          _________   ____________    ___________   ___________   __________
                                                                
                                                Additions
                                   Balance      Charged to                 Other Changes  Balance at
                                  Beginning   Profit & Loss                 Add (Deduct)   Close of
Description                       of Period     or Income     Retirements     Describe      Period
___________                       _________   _____________   ___________   ___________   __________

For the Year Ended August 31, 1994
__________________________________
<S>                             <C>            <C>             <C>          <C>          <C>
Forest Improvements             $     2,792    $               $                         $     2,792
Pasture Improvements                      0                                                        0
Buildings                           995,148       130,828         151,180                    974,796
Feeding and Watering Facilities
  for Cattle Herd                    16,394         2,640                                     19,034
Water Control Facilities            534,310       173,200                                    707,510
Fences                              120,349        16,185          15,288                    121,246
Cattle Pens                          78,189        10,977          44,160                     45,006
Citrus Groves, Including
  Irrigation Systems              6,671,252     1,196,377          33,191                  7,834,438
Equipment                         2,674,991       778,631         529,085                  2,924,537
Breeding Herd                     6,866,391       699,540         445,736                  7,120,195
Sugarcane-Land Preparation, Etc.  2,269,475       754,651         502,808                  2,521,318
Sod-Land Preparation, Etc.           83,420        46,402             283                    129,539
Farm Land Preparation                   996         2,430                                      3,426
                                ___________    __________       __________   _________   ___________

                                $20,313,707    $3,811,861       $1,721,731          $0   $22,403,837
                                ___________    __________       __________   _________   ___________
                                ___________    __________       __________   _________   ___________

</TABLE>

<PAGE>










 


<TABLE>

<CAPTION>

     
                                             ALICO, INC.

                                            SCHEDULE  IX
                                            ____________                                                                      

                            SUPPLEMENTARY INCOME STATEMENT INFORMATION
                            __________________________________________


____________________________________________________________________________________________________

         COLUMN A                                                    COLUMN B
____________________________________________________________________________________________________


                                                     Charged to Costs and Expenses
                                                     _____________________________

                                                         Years Ended August 31,
                                                         ______________________

           Item                              1996                  1995                   1994
           ____                              ____                  ____                   ____

<S>                                      <C>                   <C>                    <C>
1.  Maintenance and repairs              $  858,253            $  948,602             $  916,433             


2.  Taxes, other than payroll
    and income taxes                      1,476,159             1,539,544             1,794,973           



</TABLE>
<PAGE>

























                                                           EXHIBIT 11



                                   ALICO, INC.



Computation of Weighted Average Shares Outstanding as of August 31, 1996:


          Number of shares outstanding at August 31, 1995        7,027,827
                                                                 _________
                                                                 _________


          Number of shares outstanding at August 31, 1996        7,027,827
                                                                 _________
                                                                 _________


          Weighted Average 9/1/95  -  8/31/96                    7,027,827
                                                                 _________
                                                                 _________







<PAGE>





























                                                               EXHIBIT 12




                                   ALICO, INC.



Computation of Ratios:

                                       
        
                1995    Current Assets           $31,735,862
                        Current Liabilities       5,656,454

                        31,735,862 divided by 5,656,454  =  5.61:1




                1996    Current Assets           $34,876,632
                        Current Liabilities        5,114,866

                        34,876,632 divided by 5,114,866  =  6.82:1










<PAGE>














Pursuant to the requirements of Section 13 of the Securities Exchange Act
of 1934, as amended, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.

                                              ALICO, INC.
                                              (Registrant)


                                             
November 1, 1996                              Ben Hill Griffin, III
Date                                          President, Chief Executive    
                                              Officer and Director
                                              (Signature)


November 1, 1996                              W. Bernard Lester
Date                                          Executive Vice President,
                                              Chief Operating Officer and
                                              Director
                                              (Signature)


November 1, 1996                              L. Craig Simmons
Date                                          Vice President and
                                              Chief Financial Officer
                                              (Signature) 


Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the date indicated:


J. C. Barrow, Jr.                             K. E. Hartsaw
Director                                      Director
(Signature)                                   (Signature)


Walker E. Blount, Jr.                         Lloyd G. Hendry
Director                                      Director
(Signature)                                   (Signature)


Ben Hill Griffin, IV                          Thomas E. Oakley
Director                                      Director
(Signature)                                   (Signature)


                                              John C. Updike
                                              Director
                                              (Signature)

November 1, 1996
Date






<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
BALANCE SHEET AND STATEMENT OF STOCKHOLDERS' EQUITY OF ALICO, INC. AND
SUBSIDIARY AS OF AUGUST 31, 1996 AND THE RELATED STATEMENTS OF OPERATIONS
AND CASH FLOWS FOR THE YEAR THEN ENDED AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                                        <C>                     <C>                     <C>
<PERIOD-TYPE>                              YEAR                    YEAR                    YEAR
<FISCAL-YEAR-END>                          AUG-31-1996             AUG-31-1995             AUG-31-1994
<PERIOD-START>                             SEP-01-1995             SEP-01-1994             SEP-01-1993
<PERIOD-END>                               AUG-31-1996             AUG-31-1995             AUG-31-1994
<CASH>                                         1428059                 1148733                  967196       
<SECURITIES>                                   9626025                 9410936                 8693865                 
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<ALLOWANCES>                                         0                       0                       0
<INVENTORY>                                   13284527                13057136                10681350                 
<CURRENT-ASSETS>                              34876632                31735862                28341017                
<PP&E>                                        97029453                91703367                85507357                
<DEPRECIATION>                              (27728927)              (24953086)              (22403837)              
<TOTAL-ASSETS>                               114503573               109007179               102184698                
<CURRENT-LIABILITIES>                          5114866                 5656454                 5660148                 
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                                0                       0                       0
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<TOTAL-LIABILITY-AND-EQUITY>                 114503573               109007179               102184698                
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<TOTAL-REVENUES>                              36088836                39570983                38502153                
<CGS>                                         25452728                21415130                22484252                
<TOTAL-COSTS>                                 25452728                21415130                22484252                
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<LOSS-PROVISION>                                     0                       0                       0
<INTEREST-EXPENSE>                              990082                 1175599                  674803                  
<INCOME-PRETAX>                                6819604                14465681                11703330                 
<INCOME-TAX>                                   2380414                 5524311                 3975486                 
<INCOME-CONTINUING>                            4439190                 8941370                 7727844                 
<DISCONTINUED>                                       0                       0                       0
<EXTRAORDINARY>                                      0                       0                       0
<CHANGES>                                            0                       0                       0
<NET-INCOME>                                   4439190                 8941370                 7727844                 
<EPS-PRIMARY>                                      .63                    1.27                    1.10                     
<EPS-DILUTED>                                      .63                    1.27                    1.10                     
        

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