UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 15)*
Publix Super Markets, Inc.
--------------------------
(Name of Issuer)
Common Stock, Par Value $1.00 Per Share
---------------------------------------
(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:
|X| Rule 13d-1(b)
|_| Rule 13d-1(c)
|_| 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
---------- -- --
1 Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
Publix Super Markets, Inc. Employee Stock Ownership Plan
2 Check the Appropriate Box if a Member of a Group
(a) |_|
(b) |X|
3 SEC Use Only
4 Citizenship or Place of Organization
Florida
Number of
Shares 5 Sole Voting Power 0
Beneficially
Owned By 6 Shared Voting Power 254,071,068
Each
Reporting 7 Sole Dispositive Power 0
Person
With: 8 Shared Dispositive Power 254,071,068
9 Aggregate Amount Beneficially Owned by Each Reporting Person
254,071,068
10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares |_|
Not applicable.
11 Percent of Class Represented by Amount in Row (9)
30.6%
12 Type of Reporting Person
EP
SCHEDULE 13G
CUSIP No. None Page 3 of 5 Pages
---------- -- --
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:
Publix Super Markets, Inc. Employee Stock Ownership Plan
Item 2(b). Address of Principal Business Office or, if none, Residence:
3300 Publix Corporate Parkway, Lakeland, FL 33811
Item 2(c). Citizenship:
Florida
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 filing is a:
f. |X| An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F).
Item 4. Ownership
------------------
Information regarding ownership of common stock of the issuer:
(a) Amount beneficially owned: 254,071,068
(b) Percent of class: 30.6%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote: 0
(ii) Shared power to vote or to direct the vote:
254,071,068
(iii) Sole power to dispose or to direct the disposition
of: 0
(iv) Shared power to dispose or to direct the disposition
of: 254,071,068
SCHEDULE 13G
CUSIP No. None Page 4 of 5 Pages
---------- -- --
As of December 31, 2007, the Publix Super Markets, Inc. Employee Stock
Ownership Plan ("ESOP") was the beneficial owner, as that term is defined under
Rule 13d-3 under the Securities Exchange Act of 1934, as amended, of a total of
254,071,068 shares of the Company's common stock or approximately 30.6% of the
total outstanding shares of the Company's common stock.
Changes that have occurred in the total number of shares of the
Company's common stock held by the ESOP since the filing of the fourteenth
amendment to the initial statement are reflected in Schedule 1 attached hereto.
All such changes have been in accordance with the terms of the ESOP.
Item 5. Ownership of Five Percent or Less of a Class
-----------------------------------------------------
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
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Dividends paid on the Company's common stock and attributable to shares
allocated to ESOP participants' accounts may be distributed to such participants
as directed by Publix Super Markets, Inc. in accordance with the terms of the
Publix Super Markets, Inc. Employee Stock Ownership Trust.
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
------------------------------------------------------------------
Not applicable.
Item 9. Notice of Dissolution of Group
---------------------------------------
Not applicable.
Item 10. Certification
----------------------
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held in
the ordinary course of business and 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.
SCHEDULE 13G
CUSIP No. None Page 5 of 5 Pages
---------- -- --
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/ Hoyt R. Barnett
-----------------------------
Hoyt R. Barnett, Trustee
Publix Super Markets, Inc.
Employee Stock Ownership Plan
SCHEDULE 1
SHARES HELD BY PUBLIX SUPER MARKETS, INC.
EMPLOYEE STOCK OWNERSHIP PLAN
Shares Shares
Date Acquired Disposed of Balance Description of Transaction
---- -------- ----------- ------- --------------------------
Beginning Balance 260,621,829
Jan-07 788,583 259,833,246 Distributions to participants
Feb-07 2,688,426 257,144,820 Distributions to participants
Mar-07 2,971 257,147,791 Special Company contribution
Mar-07 12,057,942 269,205,733 Company contribution - Publix
Super Markets, Inc.
Mar-07 209,777 269,415,510 Company contribution - Publix
Alabama, LLC; Publix Asset
Management Company
Mar-07 3,167,334 266,248,176 Distributions to participants
Apr-07 21,276 266,269,452 Prior year voided distributions
May-07 1,408,830 264,860,622 Distributions to participants
Jun-07 3,019,184 261,841,438 Distributions to participants
Aug-07 2,094,236 259,747,202 Distributions to participants
Sep-07 2,971,707 256,775,495 Distributions to participants
Nov-07 1,697,736 255,077,759 Distributions to participants
Dec-07 1,588,988 253,488,771 Distributions to participants
Dec-07 567 253,489,338 Prior year voided distributions
Dec-07 581,730 254,071,068 Purchase
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12,874,263 19,425,024
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