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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2 )*
Publix Super Markets, Inc.
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(Name of Issuer)
Common Stock, Par Value $1.00 Per Share
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(Title of Class of Securities)
None
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(CUSIP Number)
Check the following box if a fee is being paid with this statement.__(A fee is
not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class).
(See Rule 13d-7).
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 4
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SCHEDULE 13G
CUSIP No. None Page 2 of 4 Pages
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1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Publix Super Markets, Inc. Profit Sharing Plan
59-1697200
2 Check the Appropriate Box if A Member of a Group*
(a)____
(b)_X__
3 SEC Use Only
4 Citizenship or Place of Organization
Employee Benefit Plan (Florida)
Number of
Shares 5 Sole Voting Power 22,300,000
Beneficially
Owned By 6 Shared Voting Power
Each
Reporting 7 Sole Dispositive Power 22,300,000
Person
With 8 Shared Dispositive Power
9 Aggregate Amount Beneficially Owned by Each Reporting Person
22,300,000
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*
11 Percent of Class Represented by Amount in Row 9
10.29%
12 Type of Reporting Person*
EP
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Continuation of Schedule 13G Page 3 of 4 Pages
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This statement is the second amendment to a statement on Schedule 13G filed with
the Securities and Exchange Commission on February 10, 1993, by Hoyt R. Barnett
as Trustee of the Publix Super Markets, Inc. Profit Sharing Plan & Trust.
The undersigned hereby amends Item 4 of the initial statement to read as
follows.
Item 4. Ownership.
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As of March 26, 1999, the Publix Super Markets, Inc. Profit Sharing Plan was the
"beneficial owner", as that term is defined under Rule 13d-3 under the
Securities Act of 1934, of a total of 22,300,000 shares of the Company's common
stock or approximately 10.29% of the total outstanding shares of the Company's
common stock.
For information concerning the exercise of voting and investment power in
respect of shares of the Company's common stock held by the Plan, see "Item 6.
Ownership of Five Percent or More on Behalf of Another Person."
Changes that have occurred since the filing of the first amendment to Schedule
13G in the total number of shares of common stock on deposit in the Publix Super
Markets, Inc. Profit Sharing Plan and Trust is a result of the purchase of
1,100,000 shares from the Company on March 26, 1999 at $46.50 per share.
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Continuation of Schedule 13G Page 4 of 4 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief of the Plan,
the Plan hereby certifies that the information set forth in this Schedule is
true, complete and correct and that the Plan has caused this Schedule to be
signed on its behalf by the undersigned Trustee, thereunto duly authorized.
PUBLIX SUPER MARKETS, INC.
PROFIT SHARING PLAN
By: /s/ Hoyt R. Barnett
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Hoyt R. Barnett, Trustee
Date: April 7, 1999