UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K/A
Amendment No. 1
(Mark One)
(X) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the fiscal year ended December 31, 2006
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from ______________ to ______________
Commission File Number 0-00981
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
PUBLIX SUPER MARKETS, INC. 401(k) SMART PLAN
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
PUBLIX SUPER MARKETS, INC.
3300 PUBLIX CORPORATE PARKWAY
LAKELAND, FLORIDA 33811
Explanatory Note
This Amendment No. 1 to Form 11-K/A for the fiscal year ended December 31, 2006
is being filed to correct the date on the KPMG LLP Report of Independent
Registered Public Accounting Firm and such date referenced in the KPMG LLP
Consent of Independent Registered Public Accounting Firm, which should have been
June 27, 2006.
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Index to Financial Statements, Supplemental
Schedule and Exhibits
Page
----
Reports of Independent Registered Public Accounting Firms 1
Financial Statements:
Statements of Net Assets Available for Plan Benefits -
December 31, 2006 and December 31, 2005 3
Statements of Changes in Net Assets Available for Plan Benefits -
Years ended December 31, 2006 and December 31, 2005 4
Notes to Financial Statements 5
Supplemental Schedule:
Schedule H, Line 4i, Schedule of Assets (Held at End of Year) -
December 31, 2006 14
Signature 15
Exhibits:
Consents of Independent Registered Public Accounting Firms 16
Report of Independent Registered Public Accounting Firm
The Administrative Committee
Publix Super Markets, Inc.
401(k) SMART Plan:
We have audited the accompanying statement of net assets available for plan
benefits of Publix Super Markets, Inc. 401(k) SMART Plan (the "Plan") as of
December 31, 2006, and the related statement of changes in net assets available
for plan benefits for the year then ended. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audit.
We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). 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
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan as
of December 31, 2006, and the changes in net assets available for plan benefits
for the year then ended in conformity with U.S. generally accepted accounting
principles.
Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule, Schedule H,
Line 4i, Schedule of Assets (Held at End of Year) as of December 31, 2006, is
presented for the purpose of additional analysis and is not a required part of
the basic financial statements but is supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The supplemental schedule
is the responsibility of the Plan's management. The supplemental schedule has
been subjected to the auditing procedures applied in the audit of the basic
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
Carter, Belcourt & Atkinson, P.A.
June 25, 2007
Lakeland, Florida
Certified Public Accountants
Report of Independent Registered Public Accounting Firm
The Administrative Committee
Publix Super Markets, Inc.
401(k) SMART Plan:
We have audited the accompanying statement of net assets available for plan
benefits of Publix Super Markets, Inc. 401(k) SMART Plan (the "Plan") as of
December 31, 2005, and the related statement of changes in net assets available
for plan benefits for the year then ended. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audit.
We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). 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
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan as
of December 31, 2005, and the changes in net assets available for plan benefits
for the year then ended in conformity with U.S. generally accepted accounting
principles.
KPMG LLP
June 27, 2006
Tampa, Florida
Certified Public Accountants
2
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Statements of Net Assets Available for Plan Benefits
December 31, 2006 and 2005
2006 2005
---- ----
Assets
Investments, at fair value $1,187,682,748 935,950,122
Employer contribution receivables 18,263,182 16,625,528
-------------- -----------
Total assets 1,205,945,930 952,575,650
-------------- -----------
Liabilities
Excess contributions payable 3,759,905 3,934,199
-------------- -----------
Total liabilities 3,759,905 3,934,199
-------------- -----------
Net assets available for plan benefits $1,202,186,025 948,641,451
============== ===========
See accompanying notes to financial statements.
3
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Statements of Changes in Net Assets
Available for Plan Benefits
Years Ended December 31, 2006 and 2005
2006 2005
---- ----
Additions to net assets attributed to:
Contributions:
Participant $ 89,905,877 80,755,260
Employer - stock 18,263,182 16,625,528
-------------- -----------
Total contributions 108,169,059 97,380,788
-------------- -----------
Investment income:
Net appreciation in fair value of investments 187,288,437 146,873,893
Dividends 11,937,816 8,268,400
Interest 3,303,438 2,113,959
-------------- -----------
Total investment income 202,529,691 157,256,252
-------------- -----------
Total additions 310,698,750 254,637,040
-------------- -----------
Deductions from net assets attributed to:
Benefits paid to participants 56,637,449 49,308,243
Fees paid by participants 516,727 452,665
-------------- -----------
Total deductions 57,154,176 49,760,908
-------------- -----------
Net increase 253,544,574 204,876,132
Net assets available for plan benefits:
Beginning of year 948,641,451 743,765,319
-------------- -----------
End of year $1,202,186,025 948,641,451
============== ===========
See accompanying notes to financial statements.
4
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Notes to Financial Statements
December 31, 2006 and 2005
(1) Description of Plan and Summary of Accounting Policies
------------------------------------------------------
The following brief description of the Publix Super Markets, Inc.
401(k) SMART Plan (the "Plan") provides only general information.
Participants should refer to the Plan document or the summary plan
description for a complete description of the Plan provisions. The Plan
was amended on July 1, 2005 and November 9, 2005, to reflect certain
additions and changes to various Plan provisions.
(a) General
--------
The Plan is a voluntary defined contribution plan subject to the
provisions of the Employee Retirement Income Security Act of 1974, as
amended ("ERISA"). Employees of Publix Super Markets, Inc. and its
wholly owned subsidiaries, Publix Alabama, LLC and Publix Asset
Management Company (the "Company" or "Publix") are eligible to
participate in the Plan six months after their hire date, if they are
at least 18 years of age. The Plan year is a calendar year.
(b) Contributions
-------------
Eligible employees may contribute up to 10% of their annual
eligible compensation, subject to the maximum contribution
limits established by Federal law. Participants direct the
investment allocations of their contributions and the earnings
thereon among twelve investment fund options offered under the
Plan. The Company may make a discretionary annual matching
contribution to the Accounts of eligible participants of the
Plan as determined by the Company's Board of Directors. During
2006 and 2005, the Company's Board of Directors approved a match
of 50% of eligible contributions up to 3% of eligible wages, not
to exceed a maximum match of $750 per employee. The match, which
is determined as of the last day of the Plan year and funded by
the Company in the subsequent Plan year, was in the form of
common stock of Publix Super Markets, Inc. Participants may
direct the investment allocations of their matching
contributions and the earnings thereon by requesting a transfer
from the Publix Stock Fund to any of the other investment fund
options offered under the Plan. The Plan Administrator processes
transfer requests on the next valuation effective date for the
common stock of Publix Super Markets, Inc.
(c) Participant Accounts
--------------------
Two separate accounts are maintained for each participant, a
Savings Contribution Account and a Matching Contribution Account
(the "Accounts"). Plan earnings are allocated and credited to
the Accounts as of each valuation date. Each participant's share
of earnings is determined by the Plan Administrator, on a
weighted average basis, so that each participant receives a
pro-rata share. Forfeitures of non-vested Company contributions
by separated or former participants and of Accounts of separated
or former participants or beneficiaries that cannot be located
after two years are used to reduce future Company matching
contributions. Forfeitures, and earnings thereon, totaled
$94,564 and $82,813 for the years ended December 31, 2006 and
2005, respectively, and were used to reduce Company matching
contributions in both years.
(d) Vesting
-------
Participants are immediately vested in their contributions and
earnings thereon. Company matching contributions and earnings
thereon are 100% vested upon completing three years of credited
service, reaching age 60, total disability or death. Matching
contributions cannot be withdrawn or distributed until vested.
5
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Notes to Financial Statements
(e) Loans to Participants
---------------------
All actively employed Plan participants with available account
balances may apply for a loan from their Accounts. The minimum
amount a participant may borrow is $1,000. The maximum amount a
participant may borrow is the lesser of: 1) 50% of the balances
in the participant's Savings Contribution Account and vested
Matching Contribution Account; or 2) $50,000, less the
participant's highest outstanding loan balance during the
previous twelve month period. However, any money held by the
participant in the Publix stock component of the Publix Stock
Fund cannot be borrowed. Participants may initiate one loan each
year and may only have one outstanding loan at a time. All legal
and administrative costs incurred as a result of a loan are paid
by the participant. The interest rate is determined by State
Street Bank and Trust Company as of the first day of each
calendar quarter based on the U.S. prime interest rate as
published in the Wall Street Journal. The interest rate on a
loan is fixed for the term of the loan.
A participant can choose repayment terms of up to five years.
Repayments of principal and interest are made through after-tax
payroll deductions each pay period. Repayments of principal and
interest are credited pro-rata to the participant's Savings
Contribution Account and Matching Contribution Account from
which the loan was originally funded and reinvested according to
the participant's current investment elections. Upon separation
of employment, all unpaid principal and accrued interest on any
loan outstanding is immediately due and payable. Participants
may repay a loan in total at any time after the loan has been in
effect for at least 90 days and participants must wait 30 days
between paying off one loan and initiating a new loan.
(f) Distribution of Benefits
------------------------
Benefits are recorded when paid.
Upon reaching age 59 1/2, a participant who is actively employed
by the Company may elect to withdraw all or a portion of his/her
Savings Contribution Account and the vested portion of his/her
Matching Contribution Account.
A participant who reaches age 70 1/2 and who is actively
employed by the Company may elect to begin receiving
distribution of benefits on or before April 1 of the calendar
year following the year in which the participant reaches age 70 1/2.
Upon separation of service, retirement, disability or death, a
participant or his/her beneficiary may elect to receive full
distribution of his/her Savings Contribution Account and vested
Matching Contribution Account as of the valuation date
immediately preceding the date of distribution, subject to
certain restrictions on the sale of Publix stock. If the value
of the participant's vested Accounts was $5,000 or less prior to
March 28, 2005, or is $1,000 or less on or after March 28, 2005,
the participant generally will receive an automatic distribution
from the Plan as soon as administratively practicable. If the
value of the participant's vested Accounts exceeded $5,000 prior
to March 28, 2005, or exceeds $1,000 on or after March 28, 2005,
and the participant is not 62 years of age or older, the
participant may elect to defer distribution. Payment of a
deferred distribution must be made to a participant no later
than 60 days after the end of the Plan year in which the
participant reaches age 62.
6
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Notes to Financial Statements
Distribution of Benefits, continued
-----------------------------------
If the value of a deceased participant's Savings Contribution
and Matching Contribution Accounts is $5,000 or less, the
participant's beneficiary generally will receive an automatic
distribution from the Plan as soon as administratively
practicable. If the value of a deceased participant's Accounts
exceeds $5,000, the beneficiary may elect to defer distribution.
Payment of a deferred distribution must be made to a beneficiary
other than a surviving spouse by December 31 of the calendar
year containing the fifth anniversary of the participant's
death. If the beneficiary is the participant's surviving spouse,
distribution can be deferred until December 31 of the calendar
year in which the participant would have reached age 70 1/2 or
by December 31 of the calendar year immediately following the
calendar year in which the participant died, whichever is later.
(g) Termination of Plan
-------------------
The Company expects to continue the Plan indefinitely, but is
not contractually obligated to do so. The Company reserves the
right to discontinue its contributions at any time and the right
to amend or discontinue the Plan at any time. If the Plan is
ever terminated, participants will be fully vested in all
amounts credited to their Matching Contribution Accounts.
(h) Basis of Accounting
-------------------
The financial statements of the Plan are prepared using the accrual
basis of accounting.
(i) Investments
-----------
Investment in common stock of Publix Super Markets, Inc. is
stated at fair value based upon an appraisal prepared by an
independent appraiser. Publix Super Markets, Inc. common stock
was split 5-for-1 effective July 1, 2006. Participants' loans
are valued at their outstanding balances, which approximate fair
value. The fair value of other investments is determined based
upon quoted market prices. Fully benefit-responsive investment
contracts are reported at fair value, which approximates
contract value. Purchases and sales of securities are recorded
on a trade date basis. Dividends are recorded on the ex-dividend
date.
Investment securities are exposed to various risks, such as
interest rate, market and credit risks. Due to the level of risk
associated with certain investment securities, it is at least
reasonably possible that changes in the values of investment
securities will occur in the near term and that such changes
could materially affect the amounts reported in the financial
statements and supplemental schedule of the Plan.
(j) Use of Estimates
----------------
The preparation of financial statements in conformity with
accounting principles generally accepted in the U.S. requires
the Plan to make estimates and assumptions that affect the
reported amounts of net assets available for plan benefits and
disclosure of contingent assets and liabilities as of the date
of the financial statements and the reported amounts of changes
in net assets available for plan benefits during the reporting
period. Actual results could differ from those estimates.
7
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Notes to Financial Statements
(2) Administration of the Plan
--------------------------
The Primary Trustee for the Plan, State Street Bank and Trust Company,
is responsible for maintaining custody of the investment funds and
other assets in which the employee contributions are invested,
excluding Publix stock. Tina P. Johnson is the Trustee responsible for
maintaining custody of the Publix stock component of the Publix Stock
Fund. CitiStreet LLC serves as the third-party Plan Administrator.
Officers and employees of the Company perform certain administrative
functions for the Plan with no compensation from the Plan. The Plan
administration costs are paid by Publix, except as follows:
o As a result of an amendment to the Plan effective August 1, 2005,
administrative fees of $101,555 and $42,270 for the years ended
December 31, 2006 and 2005, respectively, were deducted from the
Accounts of former Publix employees and beneficiaries.
o Loan fees of $411,047 and $404,232 for the years ended December 31,
2006 and 2005, respectively, were deducted from the Accounts
of Plan participants who received loans.
o Redemption fees of $4,125 and $6,163 for the years ended December 31,
2006 and 2005, respectively, were deducted from the Accounts
of Plan participants who had trading activity that met the
definition of "market timing" under the applicable investment
fund.
(3) Investments
-----------
The Plan consists of the following investments in addition to
participants' loans:
(a) American Funds EuroPacific Growth (R-3) Fund
--------------------------------------------
This mutual fund seeks long-term capital growth by investing in
stocks of attractive valued companies located in Europe and the
Pacific Basin.
(b) Pennsylvania Mutual Fund (Service Class)
----------------------------------------
Effective September 30, 2006, the Pennsylvania Mutual Fund
(Service Class) replaced the Managers Special Equity Fund as the
investment fund option for the small cap blend asset class. This
mutual fund seeks long-term capital growth by primarily
investing in securities of companies with small and micro market
capitalizations, using a disciplined value approach.
(c) SSgA Strategic Balanced Funds
-----------------------------
These funds are institutional ERISA commingled funds that use an
asset allocation approach to provide for both current income and
capital appreciation. The underlying investments of these funds
are stock and fixed income funds. These funds offer
diversification by blending risk across different types of
investments (i.e., conservative, moderate and aggressive). The
three SSgA Strategic Balanced Funds are:
SSgA Aggressive Strategic Balanced Fund
---------------------------------------
This fund seeks to provide capital growth. This fund seeks
to match a composite benchmark that is made up of 85% stocks
and 15% bonds. The fund provides diversification of returns
and market risk by incorporating a broad set of asset
classes.
SSgA Moderate Strategic Balanced Fund
-------------------------------------
This fund seeks to provide capital growth with some income
for stability. This fund seeks to match a composite
benchmark that is made up of 55% stocks and 45% bonds. The
fund provides diversification of returns and market risk by
incorporating a broad set of asset classes.
8
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Notes to Financial Statements
SSgA Strategic Balanced Funds, continued
----------------------------------------
SSgA Conservative Strategic Balanced Fund
-----------------------------------------
This fund seeks to provide income and a modest level of
capital growth. The fund seeks to match a composite
benchmark that is made up of 25% stocks and 75% bonds. The
fund provides diversification of returns and market risk by
incorporating a broad set of asset classes.
(d) SSgA S&P MidCap Index Fund
--------------------------
This fund is an institutional ERISA commingled fund. The fund
seeks to replicate the Standard & Poor's MidCap 400 Index
("S&P MidCap 400 Index"). The fund buys and holds stocks in the
same market-weighted proportions as the S&P MidCap 400 Index.
Effective August 31, 2005, this fund was added as a new
investment fund option to the Plan.
(e) Legg Mason Partners Large Cap Growth (A) Fund
---------------------------------------------
This mutual fund seeks long-term capital growth by investing
primarily in securities of companies with large market
capitalizations. The fund attempts to identify stocks of
established companies which are dominant in their industries due
to product, distribution or service strength. Effective April 7,
2006, the Smith Barney Large Cap Growth (A) Fund was renamed the
Legg Mason Partners Large Cap Growth (A) Fund. Effective June 30,
2007, this fund is being replaced with the Janus Adviser Forty
Fund (S Shares) as the investment fund option for the large cap
growth asset class.
(f) Davis New York Venture (A) Fund
-------------------------------
This mutual fund seeks to invest in growing companies that are
selling at value prices and holds on to them for the long term.
The fund seeks companies recognizable as strong global leaders,
companies that are under-followed or overlooked but have strong
business fundamentals, and companies that are controversial and
face negative headlines.
(g) SSgA S&P 500 Index Fund
-----------------------
This mutual fund seeks to replicate the Standard & Poor's 500
Index ("S&P 500 Index"), an index made up of 500 common stocks
of U.S. companies that is generally considered to be
representative of the overall U.S. stock market. The fund buys
and holds stocks in the same market-weighted proportions as the
S&P 500 Index.
(h) PIMCO Total Return (Admin.) Fund
--------------------------------
This mutual fund seeks maximum total return, investing for both
current income and capital growth, consistent with preservation
of capital and prudent investment management. The fund focuses
on intermediate maturity, fixed income securities that can
include U.S. government and corporate bond securities, mortgage
and other asset-backed securities, U.S. dollar-denominated
securities of non-U.S. issuers and money market instruments.
9
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Notes to Financial Statements
(i) SSgA Stable Value Fund
----------------------
This fund is an institutional ERISA commingled fund. The fund
seeks to preserve capital while maintaining a rate of return
comparable with other conservative fixed income investments. The
fund invests in investment contracts issued by insurance
companies, banks and other financial institutions as well as
enhanced short-term investment products. All investment
contracts held by the fund as of December 31, 2006, were deemed
fully benefit-responsive within the meaning of Financial
Accounting Standards Board Staff Position AAG-INV-1 and SOP 94-4-1,
Reporting of Fully Benefit-Responsive Investment Contracts Held
by Certain Investment Companies Subject to the AICPA Investment
Company Audit Guide and Defined-Contribution Health and Welfare
and Pension Plans.
(j) Publix Stock Fund
-----------------
This fund includes two components: shares of Publix stock and
cash awaiting investment in Publix stock. Cash awaiting
investment in Publix stock is invested in a short-term fixed
income funding vehicle, SSgA Yield Enhanced Short Term
Investment Fund, an institutional ERISA commingled fund. The
cash component of this fund includes employee contributions and
loan repayments, transfers from other investments to purchase
Publix stock, dividends earned on Publix stock and income earned
on all of these deposits. The cash component of this fund is
used to purchase Publix stock on specified purchase dates.
The fair value of investments in the following funds each represented 5%
or more of the Plan's net assets available for plan benefits.
December 31,
------------
2006 2005
---- ----
Publix Stock Fund $939,869,219 714,286,154
Legg Mason Partners Large Cap
Growth (A) Fund --- 51,492,421
During 2006 and 2005, the Plan's investments (including gains on
investments bought and sold, as well as held during the year) appreciated
in value by $187,288,437 and $146,873,893, respectively, as follows:
Year Ended December 31,
-----------------------
2006 2005
---- ----
Publix Stock Fund $174,963,834 140,003,872
Mutual Funds 8,606,357 4,622,001
Commingled Funds 3,718,246 2,248,020
------------ -----------
$187,288,437 146,873,893
============ ===========
10
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Notes to Financial Statements
(4) Employer Contribution Receivables
---------------------------------
The employer contribution receivables are contributed in the form of
common stock of Publix Super Markets, Inc. The matching contribution,
net of forfeitures, of $18,263,182 for the 2006 Plan year was recorded
as a receivable in the financial statements as of and for the year
ended December 31, 2006 and funded by the Company in the 2007 Plan year
with the transfer of 917,748 shares of common stock. The matching
contribution, net of forfeitures, of $16,625,528 for the 2005 Plan year
was recorded as a receivable in the financial statements as of and for
the year ended December 31, 2005 and funded by the Company in the 2006
Plan year with the transfer of 1,032,640 shares of common stock,
adjusted for the 5-for-1 stock split effective July 1, 2006.
Participants who are eligible to receive a matching contribution may
request a transfer of the match and the earnings thereon from the
Publix Stock Fund to any of the other investment fund options. The Plan
Administrator processes transfer requests on the next valuation
effective date for the common stock of Publix Super Markets, Inc.
Valuation effective dates are generally March 1, May 1, August 1 and
November 1.
(5) Reconciliation of Financial Statements to Form 5500
---------------------------------------------------
The following is a reconciliation of net assets available for plan
benefits per the financial statements to the Form 5500:
December 31,
------------
2006 2005
---- ----
Net assets available for plan benefits
per the financial statements $1,202,186,025 948,641,451
Amounts allocated to withdrawing
participants (3,835,997) (2,208,363)
-------------- ------------
Net assets available for plan benefits
per the Form 5500 $1,198,350,028 946,433,088
============== ===========
11
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Notes to Financial Statements
Reconciliation of Financial Statements to Form 5500, continued
--------------------------------------------------------------
The following is a reconciliation of benefit payments to participants
per the financial statements to the Form 5500:
Year ended December 31,
-----------------------
2006 2005
---- ----
Benefits paid to participants per the
financial statements $56,637,449 49,308,243
Amounts allocated to withdrawing
participants at end of year 3,835,997 2,208,363
Amounts allocated to withdrawing
participants at beginning of year (2,208,363) (1,916,212)
Accrued excess contributions payable
at end of year (3,759,905) (3,934,199)
----------- -----------
Benefits paid to participants per the
Form 5500 $54,505,178 45,666,195
=========== ==========
Distributions of excess contributions for
years ended December 31, 2006 and 2005
per the Form 5500 $ 3,759,905 3,934,199
=========== ==========
Amounts allocated to withdrawing participants are recorded on the
Form 5500 for benefit claims that have been processed and approved for
payment on or before December 31, 2006 and 2005, but not yet paid as of
that date. Distributions of excess contributions and any allocable
income that were paid for the 2006 and 2005 Plan years were recorded as
liabilities in the financial statements as of and for the years ended
December 31, 2006 and 2005.
12
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Notes to Financial Statements
(6) Related-Party Transactions
--------------------------
Certain Plan investments are commingled funds and mutual funds managed
by State Street Global Advisors (SSgA), the investment management
division of State Street Bank and Trust Company, which is the Primary
Trustee for the Plan.
The Smith Barney Large Cap Growth (A) Fund was a mutual fund that was
managed by Smith Barney Fund Management LLC. Citigroup Asset Management
served as the asset management arm of Citigroup Inc. and provided
investment management services through various affiliated entities,
which included Smith Barney Fund Management LLC. However, Citigroup
Inc. sold substantially all of Citigroup Asset Management to Legg Mason
on December 1, 2005, and the Smith Barney Large Cap Growth (A) Fund was
renamed the Legg Mason Partners Large Cap Growth (A) Fund on April 7,
2006.
Citigroup Inc. and State Street Bank and Trust Company have 50/50
ownership interests in CitiStreet LLC, the third-party Plan
Administrator, as a joint venture. Therefore, the transactions
involving these investments, in addition to Publix Super Markets, Inc.
common stock, qualify as party-in-interest transactions. The Plan
received cash dividends on Publix Super Markets, Inc. common stock of
$9,062,947 and $5,819,230 for the years ended December 31, 2006 and
2005, respectively. Such dividends were invested in the Publix Stock
Fund.
(7) Tax Status
----------
The Plan, as amended and restated as of July 1, 2001, received a
favorable tax determination letter, dated April 30, 2002, from the
Internal Revenue Service under Section 401(a) of the Internal Revenue
Code (the "Code"), as amended. As such, the Plan's design is exempt
from Federal income taxes under Code Section 501(a). Though the Plan
has been amended since July 1, 2001, the Plan Administrator believes
the Plan continues to be qualified and the Plan has been and is
currently being operated in compliance with the applicable requirements
of the Code and the Plan document.
13
Supplemental Schedule
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Schedule H, Line 4i, Schedule of Assets (Held at End of Year)
December 31, 2006
Number of Fair
Name of Issuer and Title of Issue Units/Shares Cost Value
--------------------------------- ------------ ---- -----
Marketable:
American Funds EuroPacific
Growth (R-3) Fund 309,139 $ 12,328,281 14,189,467
Pennsylvania Mutual Fund (Service Class) 881,351 10,054,431 10,161,976
SSgA Strategic Balanced Funds:
SSgA Aggressive Strategic
Balanced Fund * 550,166 5,872,827 7,526,484
SSgA Moderate Strategic
Balanced Fund * 793,582 8,616,499 10,808,211
SSgA Conservative Strategic
Balanced Fund * 298,556 3,453,494 3,991,841
SSgA S&P MidCap Index Fund * 45,984 1,624,595 1,723,532
Legg Mason Partners Large Cap
Growth (A) Fund 1,953,127 40,000,374 46,816,449
Davis New York Venture (A) Fund 323,878 9,659,604 12,475,774
SSgA S&P 500 Index Fund * 1,395,073 26,650,836 32,491,250
PIMCO Total Return (Admin.) Fund 1,131,673 12,042,382 11,746,768
SSgA Stable Value Fund * 18,586,153 30,063,037 33,361,178
Publix Stock Fund
-----------------
Marketable:
SSgA Yield Enhanced Short Term
Investment Fund * 1,507,555 17,282,138 17,347,909
Non-Marketable:
Common stock of Publix Super
Markets, Inc. * 47,229,609 483,387,526 939,869,219
Participants' Loans at rates of
4.00% to 8.25% --- 45,172,690
------------ -------------
$661,036,024 1,187,682,748
============ =============
* Parties-in-interest
14
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the Publix Super Markets, Inc. 401(k)
SMART Plan) have duly caused this annual report to be signed on its behalf by
the undersigned hereunto duly authorized.
PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Date: June 25, 2007 By: ______________________________________
Linda S. Kane
Vice President Benefits Administration
and Assistant Secretary
Publix Super Markets, Inc.,
Plan Administrator
15