UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 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) May 18, 2005
                                                          ------------



                            PUBLIX SUPER MARKETS, INC.
               ----------------------------------------------------
              (Exact name of Registrant as specified in its charter)



         Florida                      0-981                   59-0324412
  ----------------------------     -----------            ------------------
  (State or other jurisdiction     (Commission            (I.R.S. Employer
   of incorporation)               File Number)           Identification No.)


  3300 Publix Corporate Parkway
  Lakeland, Florida                                33811
  ---------------------------------------        ---------
  (Address of principal executive offices)       (Zip Code)


                                  (863) 688-1188
                 ---------------------------------------------------
                 (Registrant's Telephone Number, Including Area Code)




Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act
    (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
    (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))


                               Page 1 of 2 pages





Item 1.01. Entry into a Material Definitive Agreement
- -----------------------------------------------------

Indemnification Agreement
- -------------------------

       Publix  Super  Markets,  Inc.  (the  "Company")  and Maria A.  Sastre,  a
Director of the Company, entered into an Indemnification Agreement dated May 18,
2005. This Indemnification Agreement was in the same form as the Indemnification
Agreement  attached as an exhibit to the quarterly report of the Company on Form
10-Q for the quarter  ended March 31, 2001.  The  Indemnification  Agreement has
been entered into between the Company and all of its  directors  and officers as
reported  in the  quarterly  and annual  reports of the Company on Form 10-Q and
Form 10-K for the periods  ended March 31, 2001,  June 30, 2001,  September  29,
2001, June 29, 2002,  December 28, 2002,  September 27, 2003,  December 27, 2003
and March 27, 2004.

Board Compensation
- ------------------

       On May 18, 2005,  the Board of  Directors  of the  Company,  (i) approved
increasing  the annual Board  Retainer paid to each  non-employee  director from
$40,000 to $42,000,  payable  quarterly,  effective  as of the third  quarter of
2005, (ii) approved creating an annual Corporate  Governance  Committee Retainer
in the amount of $5,000, payable quarterly, effective as of the third quarter of
2005 and (iii)  approved  maintaining  the annual  Audit  Committee  Retainer at
$10,000, payable quarterly.




                                  SIGNATURE

       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.


                             PUBLIX SUPER MARKETS, INC.



Dated:   May 20, 2005        By: /s/ David P. Phillips
                                 ------------------------------------------
                                 David P. Phillips, Chief Financial Officer
                                 and Treasurer (Principal Financial
                                 and Accounting Officer)



                               Page 2 of 2 pages