UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 14)*
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)
December 31, 2007
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(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
|_| Rule 13d-1(b)
|X| Rule 13d-1(c)
|X| Rule 13d-1(d)
*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.
Page 1 of 5
SCHEDULE 13G
CUSIP No. None Page 2 of 5 Pages
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1 Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
Carol J. Barnett
2 Check the Appropriate Box if a Member of a Group
(a) |_|
(b) |_|
3 SEC Use Only
4 Citizenship or Place of Organization
United States
Number of
Shares 5 Sole Voting Power 43,075,523
Beneficially
Owned By 6 Shared Voting Power 5,495,782
Each
Reporting 7 Sole Dispositive Power 43,075,523
Person
With: 8 Shared Dispositive Power 5,495,782
9 Aggregate Amount Beneficially Owned by Each Reporting Person
48,571,305
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares |X|
The Aggregate Amount in Row (9) excludes certain shares beneficially
owned by Carol J. Barnett's husband, Hoyt R. Barnett, as to which
Carol J. Barnett disclaims beneficial ownership.
11 Percent of Class Represented by Amount in Row (9)
5.8%
12 Type of Reporting Person
IN
SCHEDULE 13G
CUSIP No. None Page 3 of 5 Pages
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Item 1(a). Name of Issuer:
Publix Super Markets, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
3300 Publix Corporate Parkway, Lakeland, FL 33811
Item 2(a). Name of Person Filing:
Carol J. Barnett
Item 2(b). Address of Principal Business Office or, if none, Residence:
3300 Publix Corporate Parkway, Lakeland, FL 33811
Item 2(c). Citizenship:
United States
Item 2(d). Title of Class of Securities:
Common Stock, Par Value $1.00 Per Share
Item 2(e). CUSIP Number:
None
Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or
(c), check whether the person is a:
None
Item 4. Ownership
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Information regarding ownership of common stock of the issuer:
(a) Amount beneficially owned: 48,571,305
(b) Percent of class: 5.8%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 43,075,523
(ii) Shared power to vote or to direct the vote: 5,495,782
(iii) Sole power to dispose or to direct the disposition of:
43,075,523
(iv) Shared power to dispose or to direct the disposition of:
5,495,782
SCHEDULE 13G
CUSIP No. None Page 4 of 5 Pages
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As of December 31, 2007, Carol J. Barnett was the beneficial owner, as
that term is defined under Rule 13d-3 under the Securities Exchange Act of 1934,
as amended, (the "Act") of a total of 48,571,305 shares of the Company's common
stock, or approximately 5.8% of the total outstanding shares of the Company's
common stock. Changes that occurred on or prior to such date and since the
filing of the thirteenth amendment to the initial statement are reflected on
Schedule 1 attached hereto.
On May 23, 2006, Wesley R. Barnett, son of Carol J. Barnett, turned
twenty-one (21) years of age. As a result, on January 5, 2007, Carol J. Barnett
transferred 7,555 shares of the Company's common stock held in a custodial
account to Wesley R. Barnett in his individual name. On December 29, 2007,
Wesley R. Barnett was married and, thereafter, no longer resided in the
household of Carol J. Barnett. Accordingly, pursuant to Rule 13d-3(a) under the
Act, Carol J. Barnett no longer beneficially owns 17,407 shares of the Company's
common stock held individually by Wesley R. Barnett and for this reason is no
longer shown as having voting and dispositive powers with respect to these
shares.
Item 5. Ownership of Five Percent or Less of a Class
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Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
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Income and other earnings of the Barnett Family Limited Partnership (the
"Partnership") (including that derived from dividends paid on the Company's
common stock and proceeds from any sales thereof) may be distributed to the
partners of the Partnership in accordance with the terms of the Partnership
Agreement of the Partnership. Any dividends paid on, and any proceeds from the
sale of, the Company's common stock held by Carol J. Barnett as custodian for
her minor child may be distributed to or otherwise used for the benefit of such
child.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
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Security Being Reported on By the Parent Holding Company or Control
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Person
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Not applicable.
Item 8. Identification and Classification of Members of the Group
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Not applicable.
Item 9. Notice of Dissolution of Group
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Not applicable.
SCHEDULE 13G
CUSIP No. None Page 5 of 5 Pages
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Item 10. Certification
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By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control
of the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose
or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Dated: February 12, 2008
/s/ Carol J. Barnett
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Carol J. Barnett
Schedule 1
Shares Owned by Carol J. Barnett
Shares Shares Price
Date Acquired Disposed of (if applicable) Description of Transaction
---- -------- ----------- --------------- --------------------------
Nov-07 23,960 Distribution from Barnett
Family Limited Partnership
Nov-07 69,850 Gift
Dec-07 17,407 Removal of son's shares no
longer beneficially owned