PUBLIX SUPER MARKETS INC
8-K, 1997-01-27
GROCERY STORES
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                               UNITED STATES
                                     
                    SECURITIES AND EXCHANGE COMMISSION
                                     
                          Washington, D.C. 20549
                                     
                                     
                                 FORM 8-K
                              CURRENT REPORT
                                     
                  Pursuant to Section 13 or 15(d) of the
                      Securities Exchange Act of 1934
                                     
     Date of Report (Date of earliest event reported) January 24, 1997
                                     
                                     
                                     
                                     
                        PUBLIX SUPER MARKETS, INC.
           ----------------------------------------------------
          (Exact Name of Registrant as Specified in Its Charter)
                                     
                                     
                                     
                                     
                                  Florida
               ---------------------------------------------
              (State or Other Jurisdiction of Incorporation)
                                     
                                     
                                     
          0-981                                        59-0324412
   ------------------------                ---------------------------------
   (Commission File Number)                (IRS Employer Identification No.)



                       1936 George Jenkins Boulevard
                         Lakeland, Florida  33815
               --------------------------------------------
           (Address of Principal Executive Offices and Zip Code)
                                     
                              (941) 688-1188
           ----------------------------------------------------
           (Registrant's Telephone Number, Including Area Code)
                                     
                                     
                                     
                                     
                                     
                                     
                                     
                                     
                                     
                             Page 1 of 2 pages
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Item 5.   Other Events.

      In  Item  3 of the Company's Form 10-K for the fiscal  year
ended  December  30,  1995, the Company  described  class  action
litigation  against  the  Company (the "Shores"  case)  involving
alleged  violations of the Federal Civil Rights Act  and  Florida
law with respect to certain of the Company's retail employees and
described  certain other allegations resulting from a  notice  of
charge  (the "Charge") issued by the Equal Employment Opportunity
Commission (the "EEOC").

      On  January  24,  1997,  the  Company,  the  EEOC  and  the
plaintiffs in the Shores case entered into a settlement agreement
(the  "Shores Agreement") with respect to all matters related  to
the  case.   The  parties will now seek formal  approval  of  the
settlement from the Federal District Court of the Middle District
of Florida.

      Under  the  Shores Agreement, the Company  will  pay  $81.5
million to the plaintiffs, their counsel and other class members.
The  Company  agreed  to  establish  a  formal  system  by  which
employees will be considered for promotion.  Promotions  will  be
based on qualifications and expressed interest of employees.  The
Company has also agreed to make certain other procedural changes.

      Also on January 24, 1997, the Company agreed with the  EEOC
(the "EEOC Agreement") to settle all pending EEOC charges related
to gender and race discrimination that were not included with the
Shores  Agreement.  Under the EEOC Agreement, the Company  agreed
to  pay  an  additional $3.5 million to members of  the  affected
classes.   The  Company  also agreed to  follow  procedures  with
respect  to class members similar to those established under  the
Shores Agreement.

       The  settlement  agreements  recognize  that  the  Company
continues   to   deny  that  it  has  engaged  in  any   unlawful
discriminatory activity.

      The Company will pay the settlements from liquid investment
funds  currently  on  hand and the settlements  will  be  charged
against   the  Company's  fiscal  1996  fourth  quarter  results.
Management does not believe that the settlements will  cause  any
cash  flow or liquidity problems or will have any material impact
on the Company's future financial results.



                           SIGNATURES
                                
      Pursuant to the requirements of the Securities Exchange Act
of  1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned, hereunto duly authorized.


  
                                PUBLIX SUPER MARKETS, INC.



Dated: January 27, 1997    By:  /s/William H. Vass
                                -----------------------------------------
                                William H. Vass, Executive Vice President







                                
                                
                                
                                
                                
                                
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