FLORIDA ROCK INDUSTRIES INC
10-K/A, 1999-01-21
CONCRETE, GYPSUM & PLASTER PRODUCTS
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                   SECURITIES AND EXCHANGE COMMISSION  
                          WASHINGTON, D.C.  20549
                                FORM 10-K/A
                              AMENDMENT No. 1
(Mark one)
   [X]       ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                    THE SECURITIES EXCHANGE ACT OF 1934
                    For the fiscal year ended September 30, 1998
                                    OR
   [ ]     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF
                    THE SECURITIES EXCHANGE ACT OF 1934
                       Commission File number 1-7159

                       FLORIDA ROCK INDUSTRIES, INC.
          (exact name of registrant as specified in its charter)

            Florida                                         59-0573002
(State or other jurisdiction of                          (I.R.S. Employer
 incorporation or organization)                         Identification No.)

155 East 21st Street, Jacksonville, Florida                    32206
 (Address of principal executive offices)                    (Zip Code)

Registrant's telephone number, including area code:   904/355-1781

Securities registered pursuant to Section 12(b) of the Act:
                                                      Name of each exchange
     Title of each class                               on which registered 
 Common Stock $.10 par value                         New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:    None

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 the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.  Yes X   No___   

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.[  ]

At December 1, 1998 the aggregate market value of the shares of Common Stock
held by non-affiliates of the registrant was approximately $404,705,940.  At
such date there were 18,853,256 shares of the registrant's Common Stock
outstanding. 

                 Documents Incorporated by Reference

Portions of the Florida Rock Industries, Inc. 1998 Annual Report to
stockholders are incorporated by reference in Parts I, II, III and IV.

Portions of the Florida Rock Industries, Inc. Proxy Statement dated December
14, 1998 are incorporated by reference into Parts I and III.




Item 2.  PROPERTIES.

The Company's principal properties are located in Florida, Georgia, North
Carolina, Virginia, Washington, D.C. and Maryland.  The following table
summarizes the Company's principal construction aggregates production
facilities and estimated reserves at September 30, 1998.  

                          Tons        Tons of
                       Delivered in  Estimated  Approximate
                        Year Ended    Reserves     Acres
                         9/30/98      9/30/98   (L-Leased)(a)     Lease
                        (000's)       (000's)    (O-Owned)     Description
The Company has five     
 limestone quarries in   
 Florida located at Gulf
 Hammock (which also 
 produces agricultural
 limestone), Brooksville,                                       
 Ft. Myers (which also                                        
 produces baserock),                                            12 leases
 Naples, and Miami (which                            L-19,801   expiring from
 also produces baserock)     9,904       189,000     O- 3,847    1999 to 2046
                    
The Company has five
 granite and one lime-
 stone quarries in
 Georgia located at
 Griffin, Forest Park,                                        
 Macon, Tyrone, Paulding                                        11 leases
 County and Rome                                     L-1,524    expiring from 
  (limestone)               6,723        252,000     O-  705    2000 to 2046
                                
The Company has three
 crushed stone plants
 located at Havre de 
 Grace, Frederick, and
 Greenspring, Maryland
 and two located near                                L-   41    1 lease
 Richmond, Virginia          7,493       150,000     O-1,298    expiring 2018 
 
















                          Tons        Tons of
                       Delivered in  Estimated  Approximate
                        Year Ended    Reserves     Acres
                         9/30/98      9/30/98   (L-Leased)(a)     Lease
                        (000's)       (000's)    (O-Owned)     Description
The Company has two
 baserock plants 
 located at Ft. Pierce                                     4 leases
 and Sunniland,                                            expiring in   
 Florida                   809        20,000    L-13,831   1999 and 2016 

The Company has nine
  sand plants located
  at Keystone Heights, 
  Astatula, Lake County,
  Marion County (two 
  locations) Keuka, 
  Grandin, LaBelle and        
  Lake Wales, Florida and
  two sand and gravel plants                                    19 leases
  located at Leonardtown                             L-11,937   expiring from
  and Goose Bay, Maryland  8,075         224,000     O-  1906   1999 to 2046  
                                      
Future reserves:
 Sand:  Lake County
 Florida(c)                                7,500     O-   324

 Limerock:                                                 1 lease
  Brooksville, Florida                   100,000(b)  L- 1,227   expiring in
  Newberry, Florida                       86,000     O-   258   2046

 Granite-Muscogee County                                        5 leases
  Georgia                                            L-   384   expiring from 
                                          43,000     O-   545   2019 to 2049

 Marble-Carroll County,
  Maryland                                80,000     O-   413

 Limestone-Lee County,
  Florida(c)                              87,000O    O- 2,859

(a)   Leased acreage includes all properties not owned by the Company as to  
       which the Company has at least the right to mine construction aggregates 
      for the terms specified.
(b)   Acres are included in the first line of the above table.
(c)   All  the required zoning or permits for these locations have not yet   
      been obtained.
 
The Company operates eight construction aggregates distribution terminals
located in Florida (two), Maryland (three), Virginia (two) and Washington D.
C. comprising approximately 125 acres, of which the Company owns 99 and leases
26.

The Company has 90 sites for its ready mixed concrete, concrete block and
prestressed concrete plants in Florida, Georgia, North Carolina, Virginia and
Maryland aggregating approximately 662 acres.  Of these acres, the Company owns
approximately 505 and leases approximately 157.  The lease terms vary from
month-to-month to expiring in 2019.

The Company leases, from FRP Properties, Inc., approximately six acres with two
office buildings in Jacksonville, Florida which are used for its executive
offices.  Certain of the Company's subsidiaries lease administrative office
space in Springfield, Virginia and Baltimore, Maryland.  Other subsidiaries own
administrative offices in Richmond, Virginia; and Salisbury, Maryland.  In
addition, the Company owns approximately 37 acres, some of which are used for
shop facilities and some are held for future plant sites.

The Company owns certain other properties which are summarized as follows:

                                                            Approximate
          Type Property (1)               State                Acres   

       Residential Land                 Maryland                427
       Residential Land                 New Jersey               33
       Industrial/Commercial            Virginia                 97
       Industrial/Commercial            Florida                  46
       Industrial/Commercial            Maryland              1,238
       Industrial/Commercial            North Carolina           27
       Agricultural                     North Carolina           85

(1)  The properties owned by the Company are grouped by current or proposed
use.  Such use may be subject to obtaining appropriate rezoning, zoning
variances, subdivision approval, permits, licenses, and to compliance with
various zoning, building, environmental and other regulations of various
federal, state, and local authorities.

The Company also owns 1,560 acres in Dade County, Florida.  See Part I, Item
3 - Legal Proceedings, of this Form 10-K for additional information on this
property.

At September 30, 1998 certain property, plant and equipment with a carrying
value of $9,017,000 was pledged on industrial development revenue bonds and
certain other notes and contracts with an outstanding principal balance
totaling $10,364,000 on such date.

Reference is made to certain leases with management-related persons disclosed
in the Company's Proxy Statement, to be filed within 120 days of the close of
the fiscal year on September 30, 1998, and in Note 2 to the Company's
Consolidated Financial Statements included in its Annual Report to stockholders
for the year ended September 30, 1998.  Such information is incorporated herein
by reference.
















                            Signature

Pursuant to the requirements of Section 13 or 15(d) of the Securities and
Exchange Act of 1934, the reistrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                                                  
                                         Florida Rock Industries, Inc.

Date: January 20, 1999                        By WALLACE A. PATZKE, JR.       
                                                 Wallace A. Patzke, Jr.
                                                 Vice President, Controller 
                                                  and Chief Accounting Officer


















































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