8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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) April 22, 2004

The St. Joe Company

(Exact Name of Registrant as Specified in Its Charter)

Florida

(State or Other Jurisdiction of Incorporation)

1-10466	59-0432511
(Commission File Number)	(IRS Employer Identification No.)

245 Riverside Avenue, Suite 500, Jacksonville, FL	32202
(Address of Principal Executive Offices)	(Zip Code)

(904) 301-4200

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

TABLE OF CONTENTS

	ITEM 9. REGULATION FD DISCLOSURE
SIGNATURES
EX-99.1 RECONCILIATION OF PRE-TAX INCOME

ITEM 9. REGULATION FD DISCLOSURE

The purpose of this Form 8-K is to furnish Supplemental Information for the period ended March 31, 2004. A copy is furnished with this Form 8-K as Exhibit 99.1 and is incorporated by reference. Exhibit 99.1 reconciles Earnings before Interest, Taxes, Depreciation and Amortization (“EBITDA”) to the Registrants’ income from continuing operations. For more information regarding our use of EBITDA, see “Financial Data” in our press release dated April 20, 2004 which is Exhibit 99.1 to a Form 8-K furnished on the same date.

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.

	THE ST. JOE COMPANY
Dated: April 22, 2004	/s/ Michael N. Regan
	Name: Michael N. Regan
	Title: Senior Vice President

EX-99.1

Exhibit 99.1

Reconciliation of Pretax Income from Continuing Operations to EBITDA by Segment

	Community			Commercial							Corporate
	Development			Real Estate			Land Sales		Forestry		and Other			Consolidated
For the Quarter Ended March 31, 2004
Pretax income before equity in (loss) income of unconsolidated affiliates, income taxes, and minority interest	$	9.1		$	1.4		$	18.8	$	2.7	$	(11.2	)		20.8
Plus:
Depreciation & amortization		2.4			4.8			0.1		1.1		1.0			9.4
Interest expense		1.5			2.0			—		—		1.3			4.8
Equity in income (loss) of unconsolidated affiliates		1.1			(0.4	)		—		—					0.7
Less:
Minority interest		(0.1	)		(0.1	)		—		—					(0.2	)
EBITDA	$	14.0		$	7.7		$	18.9	$	3.8	$	(8.9	)		35.5
For the Quarter Ended March 31, 2003
Pretax income before equity in (loss) income of unconsolidated affiliates, income taxes, and minority interest	$	12.4		$	3.3		$	17.6	$	1.9	$	(8.1	)		27.1
Plus:
Depreciation & amortization		1.7			3.1			0.1		1.0		0.7			6.6
Interest expense		1.5			1.9			—		—		1.3			4.7
Equity in income (loss) of unconsolidated affiliates		(3.9	)		0.2			—		—		—			(3.7	)
Less:
Minority interest		(0.3	)		—			—		—		—			(0.3	)
EBITDA	$	11.4		$	8.5		$	17.7	$	2.9	$	(6.1	)		34.4