UNITED STATES SECURITIES AND EXCHANGE COMMISSION               
                         Washington, D. C.  20549                           
                                 FORM 10-K/A

__X__   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES     
        EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended August 31, 1997.
                                 OR
_____   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from ________________ to_______________. 
Commission file number 0-261.
                                  ALICO, INC.
            ______________________________________________________
            (Exact name of registrant as specified in its charter)

          Florida                                     59-0906081
_______________________________                  ____________________   
(State or other jurisdiction of                  (I.R.S. Employer 
 incorporation or organization)                   Identification No.)

   P. O. Box 338, La Belle, Florida                     33975
________________________________________              __________
(Address of principal executive offices)              (Zip Code)

                                                   (941)675-2966
Registrant's telephone number, including area code______________
     
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: 
                                         Name of each exchange on
            Title of each class              which registered
            ___________________          ________________________
                   None                            None

SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:

            COMMON CAPITAL STOCK, $1.00 Par value, Non-cumulative           
            _____________________________________________________
                             (Title of Class)
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K/A or any
amendment to this Form 10-K/A.
                                _________
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that
such registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
                       Yes __X__     No_____
As of October 20, 1997 there were 7,027,827 shares of stock outstanding and
the aggregate market value (based upon the average bid and asked price, as
quoted on NASDAQ) of the common stock held by nonaffiliates was
approximately $83,851,165.
                DOCUMENTS INCORPORATED BY REFERENCE                
Portions of the registrant's Annual Report and Proxy Statement dated
November 10, 1997 are incorporated by reference in Parts II and III,
respectively.



                                 PART I
                                 ______

Item 1.          Business.
__________________________

Alico, Inc. (the "Company") is generally recognized as an agribusiness
company operating in Central and Southwest Florida.  The Company's primary
asset is 142,709 acres of land located in Collier, Hendry, Lee and Polk
Counties.  (See table on Page 5 for location and acreage by current primary
use.)  The Company is involved in various operations and activities
including citrus fruit production, cattle ranching, sugarcane and sod
production, and forestry.  The Company also leases land for farming, cattle
grazing, recreation, and oil exploration.

The Company's land is managed for multiple use wherever possible.  Cattle
ranching, forestry and land leased for farming, grazing, recreation and oil
exploration, in some instances, utilize the same acreage.

Agricultural operations have combined to produce from 68 to 91 percent of
annual revenues during the past five years.  Citrus groves generate the
most gross revenue.  Sugarcane ranks second in revenue production.  While
the cattle ranching operation utilizes the largest acreage, it ranks third
in the production of revenue.  Approximately 10,006 acres of the Company's
property are classified as timberlands, however, the area in which these
lands are located is not highly rated for timber production.  These lands
are also utilized as native range, in the ranching operation, and leased
out for recreation and oil exploration.

Diversification of the Company's agricultural base was initiated with the
development of a Sugarcane Division at the end of the 1988 fiscal year. 
The 5,042 acres in production during the 1997 fiscal year consisted of
995 acres planted in the fall of 1992, 993 acres planted in 1993, 1558
acres planted in 1994, and 1,496 acres planted in 1995.

The Company continued to expand agriculture activities during the 1997
fiscal year, continuing development of a farm leasing project.

Leasing of lands for rock mining and oil and mineral exploration, rental of
land for grazing, farming, recreation and other uses, while not classified
as agricultural operations, are important components of the Company's land
utilization and operation.  Gross revenue from these activities during the
past five years has ranged from 3 to 5 percent of total revenue.

The Company is not in the land sales and development business, except
through its wholly owned subsidiary, Saddlebag Lake Resorts, Inc.; however,
it does from time to time sell properties which, in the judgment of
management, are surplus to the Company's primary operations.  Gross revenue
from land sales during the past five years has ranged from 1 to 24 percent
of total revenues.









For further discussion of the relative importance of the various  segments
of the Company's operations, including financial information regarding
revenues, operating profits (losses) and assets attributable to each major
segment of the Company's business, see Note 11 of Notes to Consolidated
Financial Statements and "Management's Discussion and Analysis of Financial
Condition and Results of Operations" incorporated in this document.

Subsidiary Operations
_____________________
The Company's wholly owned subsidiary, Saddlebag Lake Resorts, Inc. (the
"Subsidiary"), is only active in the subdividing, development and sale of
real estate.  The financial results of the operation of this subsidiary are
consolidated with those of the Company.  (See Note 1 of Notes to Financial
Statements.)

Contributions by the Subsidiary to the net income of the Company, during
the past five years, have ranged from 0 to 1 percent.  The Subsidiary has
two subdivisions near Frostproof, Florida which have been developed and are
on the market.  Approximately 74% of the lots have been sold.

Citrus
______
Approximately 8,358 acres of citrus were harvested during the 1997 season. 
Since 1983 the Company has maintained a marketing contract covering the
majority of the Company's citrus crop with Ben Hill Griffin, Inc., a
Florida corporation and major shareholder.  The agreement provides for
modifications to meet changing market conditions and provides that either
party may terminate the contract by giving notice prior to August 1st,
preceding the fruit season immediately following.  Under the terms of the
contract the Company's fruit is packed and/or processed and sold along with
fruit from other growers, including Ben Hill Griffin, Inc.  The proceeds
are distributed on a pro rata basis as the finished product is sold. 
During the year ended August 31, 1997, approximately 89% of the Company's
fruit crop was marketed under this agreement, as compared to 88% in 1995/96.
The Company expects that the majority of the 1997/98 crop will be marketed 
under the same terms.  In addition, Ben Hill Griffin, Inc. provides harvesting 
services to the Company for citrus sold to unrelated processors.  These sales 
accounted for the remaining 11% of total citrus revenue for the year.

Ranch
_____
The Company has a cattle operation located in Hendry and Collier Counties,
Florida which is engaged primarily in the production of beef cattle and the
raising of replacement heifers.  The breeding herd consists of
approximately 16,500 cows, bulls and replacement heifers.  Approximately
45% of the herd are from one to five years old, while the remaining 55% are
six and older.  The Company primarily sells to packing and processing plants.
The Company also sells cattle through local livestock auction markets and to
contract cattle buyers.  These buyers provide ready markets for the Company's 
cattle.  The loss of any one or a few of these plants and/or buyers would not, 
in management's view, have a material adverse effect on the Company's cattle 
operation.  Subject to prevailing market conditions, the Company may hedge up 
to 50% of its beef inventory by entering into cattle futures contracts to 
reduce exposure to changes in market prices.  





Sugarcane
_________

The Company had 5,042 acres and 5,023 acres of sugarcane in production
during the 1996/97 and 1995/96 fiscal year, respectively.  The 1996/97 and
1995/96 crops yielded approximately 158,000 and 187,000 gross tons,
respectively.        

Forest Products
_______________

Approximately 7% of the Company's properties are classified as timberlands. 
The principal forest products sold by the Company are pulpwood and sabal 
palms.  These products are sold to a paper company and various landscaping 
companies, respectively.  The Company does not incur any of the harvesting 
expenses.

Part of the lands, from which the timber was removed, is being converted to
semi-improved pasture and other uses.

Land Rental for Grazing, Agricultural and Other Uses
____________________________________________________

The Company rents lands to others for grazing, farming and recreational
uses, on a tenant-at-will basis, for an annual fee.  The income is not
significant when compared to overall gross income, however, it does help to
offset the expense of carrying these properties until they are put to a
more profitable use.  The Company has developed additional land to lease
for farming.

There were no significant changes in the method of rental for these
purposes during the past fiscal year.

Leases for Oil and Mineral Exploration
______________________________________

The Company has leased subsurface rights to a portion of it's properties
for the purpose of oil and mineral exploration.  Currently, there are two
leases in effect.

Twenty-four wells have been drilled during the years that the Company has
been leasing subsurface rights to oil companies.  The drilling has resulted
in twenty-one dry holes, one marginal producer, which has been abandoned, 
and two average producers, still producing.

Mining Operations:  Rock and Sand
_________________________________

The Company leases 7,927 acres in Lee County, Florida to Florida Rock
Industries, Inc. of Jacksonville, Florida for mining and production of
rock, aggregate, sand, baserock and other road building and construction
materials.

Royalties which the company receives for these products are based on a
percentage of the f.o.b. plant sales price.







Competition
___________

As indicated, the Company is primarily engaged in a limited number of
agricultural activities, all of which are highly competitive.  For
instance, citrus is grown in several states, the most notable of which are: 
Florida, California, Arizona and Texas.  In addition, citrus and sugarcane
products are imported from some foreign countries.  Beef cattle are
produced throughout the United States and domestic beef sales must also
compete with sales of imported beef.  Additionally, forest and rock
products are produced in most parts of the United States.  Leasing of land
for oil exploration is also widespread.

The Company's share of the market for citrus, cattle and forest products in
the United States is insignificant.

Environmental Regulations
_________________________

The Company's operation is subject to various federal, state and local laws
regulating the discharge of materials into the environment.  The Company is
in substantial compliance with all such rules and such compliance has not
had a material effect upon capital expenditures, earnings or the
competitive position of the Company.

While compliance with environmental regulations has not had a material
economic effect on the Company's operations, executive officers are
required to spend a considerable amount of time keeping current on these
matters.  In addition, there are ongoing costs incurred in complying with
the permitting and reporting requirements.

Employees
_________

At the end of August 1997 the Company had a total of 124 full-time
employees classified as follows:  Citrus 59; Ranch 12; Sugarcane 9;
Facilities Maintenance Support 28; General and Administrative 16.  There
are no employees engaged in the development of new products or research.

Seasonal Nature of Business
___________________________

As with any agribusiness enterprise, the Company's business operations are
predominantly seasonal in nature.  The harvest and sale of citrus fruit
generally occurs from October to June.  Sugarcane is harvested during the 
first, second and third quarters.  Other segments of the Company's business 
such as its cattle and sod sales, and its timber, mining and leasing operations,
tend to be more successive than seasonal in nature.










Item 2.          Properties.
____________________________

At August 31, 1997, the Company owned a total of 142,709 acres of land
located in four counties in Florida.  Acreage in each county and the
primary classification with respect to present use of these properties is
shown in the following table:



                 ACREAGE BY CURRENT PRIMARY USE
                 ______________________________

          Timber  Native  Improved     Citrus  Sugar-  Agri-        
County     Land  Pasture  Pasture  Sod  Land    cane  culture  Other  Total 
___________________________________________________________________________
                                              
Polk        550    8,848      447   --  3,148     --     --      4   12,997

Lee       3,731    1,088       --   --     --     --  1,460  3,635    9,914

Hendry    3,823   57,621   25,381  220  2,299  7,300  8,186  3,629  108,459

Collier   1,902    1,951    1,112   --  4,041     --     --  2,333   11,339
         ______  _______   ______  ___  _____  _____  _____  _____  _______

Totals   10,006   69,508   26,940  220  9,488  7,300  9,646  9,601  142,709
         ______  _______   ______  ___  _____  _____  _____  _____  _______
         ______  _______   ______  ___  _____  _____  _____  _____  _______



Of the above lands, the Company utilizes 26,493 acres of improved pasture
plus approximately 56,000 acres of native pasture for cattle production and
7,927 acres are leased for rock mining operations.  Much of the land is
also leased for multi-purpose use such as cattle grazing, oil exploration,
agriculture and recreation.

In addition to the land shown in the above table, the Company owns full
subsurface rights to 1,064 acres and fractional subsurface rights to 18,882
acres.

From the inception of the Company's initial development program in 1948,
the goal has been to develop the lands for the most profitable use.  Prior
to implementation of the development program, detailed studies were made of
the properties focusing on soil capabilities, topography, transportation,
availability of markets and the climatic characteristics of each of the
tracts.  Based on these and later studies, the use of each tract was
determined.  It is the opinion of Management that the lands are suitable
for agricultural, residential and commercial uses.  However, since the
Company is primarily engaged in agricultural activities, some of the lands
are considered surplus to its needs for this purpose and, as indicated
under Item 1 of this report, sales of real property are made from time to
time.

Management believes that each of the major programs is adequately supported
by agricultural equipment, buildings, fences, irrigation systems and other
amenities required for the operation of the projects.



In October 1992 the Company entered into a contract, with the Board of
Regents of the State of Florida, committing to a donation of 975 acres of
land and other items, in connection with a new state university.  In
addition to the contribution of land, the following items and amounts were
also committed:  design and planning - $200,000; academic chairs -
$1,200,000; road construction - $2,400,000.

The land (975 acres) was recorded as a donation in May 1994 when the title to
the land was transferred.  Design and planning costs, as well as the academic
chairs, were accrued during the fourth quarter ending August 31, 1992 and 
were paid during November 1992.  Of the $2.4 million commitment, accrued for
road construction cost, $212,075 remained unpaid at August 31, 1997 (see 
footnote 10 to the Consolidated Financial Statements).

Governmental approvals have been obtained to develop approximately 2,500
acres surrounding the University site.  However, the development schedule
of the University is subject to the appropriation of funds by the
legislature.  The University opened in August 1997.

Item 3.          Legal Proceedings.
___________________________________
There are no pending legal proceedings involving the Company.

Item 4.          Submission of Matters to a Vote of Security Holders.
_____________________________________________________________________
There were no matters submitted to a vote of security holders during the
1997 fiscal year.

Executive Officers of the Company
_________________________________
Pursuant to General Instruction G(3) of Form 10-K/A, the following list is
included as an unnumbered Item in Part I of this report in lieu of being
included in the Proxy Statement for the Annual Meeting of Stockholders to
be held on December 2, 1997.

Election of Executive Officer is held each year at the Annual Meeting of
the Board of Directors following the Annual Meeting of the Stockholders.

Name                        Title                                       Age
____                        _____                                       ___
Ben Hill Griffin, III   Chairman of the Board (since March 1990),
                        President and Chief Executive Officer (since
                        January 1988) and Director (since March 1973)    55

W. Bernard Lester       Executive Vice President and Chief Operating
                        Officer (since January 1988) and Director
                        (since 1987), prior to July 1, 1986 was
                        Executive Director of Florida Department of
                        Citrus for over five years                       58

L. Craig Simmons        Vice President (effective February, 1995),
                        Treasurer and Chief Financial Officer
                        (effective September 1, 1992), prior thereto 
                        was Controller (from January 1 to August 31,
                        1992) and Assistant Comptroller (from January
                        1 to December 31, 1991), prior to September
                        1990 was Controller of Farm/Citrus Division,
                        Collier Enterprises, Agribusiness Group          45 



Based solely upon a review of Forms 3 and 4 and amendments thereto
furnished to the Company pursuant to Rule 16a-3(e) during the 1997 fiscal
year and Forms 5 and amendments thereto furnished to the Company during
fiscal year 1992 and certain written representations, if any, made to the
Company, no officer, director or beneficial owners of 10% or more of the
Company's common stock has failed to file on a timely basis any reports
required by Section 16(a) of the Exchange Act to be filed during fiscal
1997.

                                     PART II
                                     _______

Item 5.          Market for the Registrant's Common Stock and Related       
_____________________________________________________________________
                 Stockholder Matters.
                 ____________________

Common Stock Prices
___________________

The common stock of Alico, Inc. is traded over-the-counter on the NASDAQ 
National Market System under the symbol ALCO.  The high and low sales prices, by
fiscal quarter, during the years ended August 31, 1997 and 1996 are presented  
below:


                                 1997                    1996
                               Bid Price               Bid Price      
                               _________               _________

                            High       Low          High       Low          
                                                                               
First Quarter               22 1/4     19 1/4       22 1/4     17               

Second Quarter              21 1/4     18           26 1/2     21 3/4   

Third Quarter               20 1/2     17 5/8       25 1/2     20 11/16

Fourth Quarter              25 1/4     18 1/2       22 3/4     17 1/4


Approximate Number of Holders of Common Stock
_____________________________________________
As of October 20, 1997 there were approximately 928 holders of record of
Alico, Inc. Common Stock.

Dividend Information
____________________

Only year-end dividends have been paid, and during the last three fiscal
years were as follows:
                                                          Amount Paid
     Record Date               Payment Date                Per Share 
     ___________               ____________               ___________

   October 21, 1994          November 10, 1994               $.25           
   October 20, 1995          November 10, 1995               $.35        
   October 25, 1996          November  8, 1996               $.15


Dividends are paid at the discretion of the Company's Board of Directors. 
The Company foresees no change in its ability to pay annual dividends in
the immediate future; nevertheless, there is no assurance that dividends
will be paid in the future since they are dependent upon earnings, the
financial condition of the Company, and other factors.

Item 6.          Selected Financial Data.
_________________________________________



                                       Years Ended August 3l,
DESCRIPTION                  1997      1996      1995      1994      1993      
                           ________  ________  ________  ________  ________ 
                                (In Thousands Except Per Share Amounts)     
                                                                
Revenues                   $ 47,433  $ 36,089  $ 39,571  $ 38,502  $ 28,563   
Costs and Expenses           29,583    29,269    25,105    26,799    24,103  
Income Taxes                  6,677     2,381     5,525     3,975     1,503   
Cumulative Effect of 
  Accounting Change             -         -         -         -       2,337               
Net Income                   11,173     4,439     8,941     7,728     5,294    
Average Number of
  Shares Outstanding          7,028     7,028     7,028     7,028     7,028     
Net Income per Share           1.59       .63      1.27      1.10       .75       
Cash Dividend Paid per Share    .15       .35       .25       .15       .15     
Current Assets               37,887    34,877    31,736    28,341    23,597    
Total Assets                117,723   114,504   109,007   102,185    90,516    
Current Liabilities           4,988     5,115     5,656     5,660     2,936    
Ratio-Current Assets 
  to Current Liabilities     7.59:1    6.82:1    5.61:1    5.01:1    8.04:1        
Working Capital              32,899    29,762    26,080    22,680    20,661    
Long-Term Obligations        24,582    32,006    27,945    28,568    26,296    
Total Liabilities            29,570    37,121    33,601    34,228    29,232    
Stockholders' Equity         88,153    77,383    75,406    67,957    61,283    
                                                                            


Item 7.          Management's Discussion and Analysis of Financial
__________________________________________________________________
                 Condition and Results of Operations.
                 ____________________________________

The following discussion focuses on the results of operations and the   
financial condition of Alico.

This section should be read in conjunction with the consolidated financial 
statements and notes.

Liquidity and Capital Resources
_______________________________

The Company had cash and marketable securities of $12.9 million at August
31, 1997 compared with $11.1 million at August 31, 1996.  Working capital
also increased, from $29.8 million at August 31, 1996 to $32.9 million at
August 31, 1997.  An increase in the number of animals, resulting from the
Company's policy of placing cattle into feedlots, has caused the beef 
inventory to rise and is the primary reason for the increase in working
capital.   





A large real estate sale ($11.5 million gross sales price) to the State of
Florida was closed in the second quarter of fiscal 1997.  Proceeds from 
the sale were used to reduce the note payable and pay income taxes.

Cash outlay for land, equipment, building, and other improvements totaled
$5.8 million, compared to $7.1 million during August 31, 1997 and 1996, 
respectively.  Major expenditures included capitalized maintenance costs
for young citrus groves.  Land excavation for farm leasing also continued,
as did expenditures for replacement equipment and sugarcane capital           
maintenance.  Development is now complete on citrus groves.  Capital 
projects are currently expected to decline during the next fiscal year.

Management believes that the Company will be able to meet its working
capital requirements, for the foreseeable future, with internally generated
funds.  In addition, the Company has unused credit commitments which        
provided for revolving credit of up to $30 million of which $17.1 million
was available for the Company's general use at August 31, 1997 (see note 6 
of consolidated financial statements).

Results of Operations
_____________________

Summary of results (in thousands):



                                                Years Ended August 31,
                                              1997       1996       1995 
                                            _______    _______    _______
                                                              

     Operating revenue                      $34,543    $34,505    $30,547    
     Gross profit                             5,886      6,720      7,059            
     Profit on sale of real estate           11,271         57      7,585     
     Interest and investment income           1,137      1,033        998          
     Interest expense                           444        990      1,176       
     Provision for income taxes               6,677      2,381      5,525    
     Effective income tax rate                 37.4%      34.9%      38.2%     
     Net income                              11,173      4,439      8,941          



Operating Revenue
_________________

Operating revenues for fiscal 1997 approximated those of fiscal 1996.  Decreases
in citrus and sugarcane sales were offset by increased cattle and rock sales,
and increased land rentals.

Operating revenues for fiscal 1996 increased 13% over fiscal 1995, primarily
the result of increased citrus and ranch sales revenues.             





Gross Profit
____________

Gross profit during fiscal 1997 declined by 12% from fiscal 1996.  The decrease
was primarily due to lower market prices for citrus products and decreased 
sugarcane production.              

Gross profit during fiscal 1996 decreased 5% from fiscal 1995.  While gross 
profit from agriculture during the year approximated the prior year, the decline
was due to increases in general and administrative expenses and allocated costs.

Profit on Sale of Real Estate
____________________________________

Profit from the sale of real estate increased to $11.27 million during fiscal 
1997, as compared to $57 thousand during fiscal 1996.  Sales during 1997
included the sale of approximately 21,700 acres of land in Hendry and Collier
Counties, Florida, to the State of Florida for $11.5 million, the pretax gain
from which was $11.1 million, and several smaller sales in Lee, Collier and
Polk Counties.

Profit from the sale of real estate declined to $57 thousand during fiscal 1996,
compared to $7.6 million during fiscal 1995.  Sales were minimal, compared to 
1995, which included a large sale in Polk County.

Interest and Investment Income
______________________________

Interest and investment income is generated principally from investments in 
marketable equity securities, corporate and municipal bonds, mutual funds, U.S.
Treasury securities and mortgages held on real estate sold on the installment
basis.  Investment earnings were reinvested throughout fiscal 1997 and 1996,
increasing investment levels during each year.  The rise in fiscal 1997 net
interest and investment income resulted from higher investment levels and 
favorable market conditions.

The rise in fiscal 1996 net interest and investment income resulted from higher
investment levels.

Interest Expense
________________

Interest expense decreased 56% during fiscal 1997 due primarily to a large
reduction in total long-term debt, likewise, total interest cost, which
includes capitalized interest and is discussed in Note 6, decreased 37%.

During fiscal year 1996, interest expense decreased 16% and total interest 
cost decreased 3% compared to fiscal year 1995, due to lower interest rates.

Provision for Income Taxes
__________________________

The effective tax rate increased to 37.4% during fiscal year 1997, from 34.9%
during fiscal year 1996.  Higher taxable income levels during fiscal 1997 
decreased the percentage impact of certain tax exempt investment income.   








Individual Operating Divisions
______________________________

Gross profit for the individual operating divisions, for fiscal 1997, 1996
and 1995, is presented in the following schedule and is discussed in
subsequent sections:



                                               Years Ended August 31,
                                                   (in thousands)
                                         1997          1996          1995   
                                       _______       _______       _______
                                                                
CITRUS
  Revenues:
    Sales                              $22,287       $22,966       $19,674             
    Less harvesting & marketing          8,210         6,948         6,569       
                                       _______       _______       _______
      Net Sales                         14,077        16,018        13,105     

  Cost and Expenses:
    Direct production**                  6,875         5,964         5,488         
    Allocated cost*                      2,352         2,470         2,205         
                                       _______       _______       _______

      Total                              9,227         8,434         7,693              
                                       _______       _______       _______

        Gross profit, citrus             4,850         7,584         5,412         
                                       _______       _______       _______

SUGARCANE
  Revenues:
    Sales                                4,967         5,851         6,026         
    Less harvesting & hauling            1,120         1,237         1,294         
                                       _______       _______       _______
      Net Sales                          3,847         4,614         4,732            
  Costs and expenses:
    Direct production                    1,826         1,758         1,681         
    Allocated cost*                      1,190         1,152         1,291         
                                       _______       _______       _______

      Total                              3,016         2,910         2,972         
                                       _______         _____       _______

        Gross profit, sugarcane            831         1,704         1,760         
                                       _______       _______       _______













Individual Operating Divisions (Continued)


                                               Years Ended August 31,
                                                   (in thousands)
                                         1997          1996          1995
                                       _______       _______       _______
                                                          
RANCH
  Revenues:
    Sales                                4,876         3,796         2,952                                     
  Costs and expenses:
    Direct production                    3,165         3,890         1,438         
    Allocated cost*                        946         1,539         1,008          
                                       _______       _______       _______

      Total                              4,111         5,429         2,446         
                                       _______       _______       _______

        Gross profit (loss), ranch         765        (1,633)          506         
                                       _______       _______       _______
        Total gross profit, 
          agriculture                    6,446         7,655         7,678         
                                       _______       _______       _______

OTHER OPERATIONS
  Revenues:
    Rock products and sand               1,258           935           956         
    Oil leases and land rentals            831           679           678           
    Forest products                        224           197           146           
    Other                                  100            80           116           
                                       _______       _______       _______

        Total                            2,413         1,891         1,896                           
  
Costs and expenses:
    Allocated Cost*                        481           456           384 
    General and administrative,
      all operations                     2,492         2,370         2,131         
                                       _______       _______       _______
       
        Total                            2,973         2,826         2,515         
                                       _______       _______       _______
              
          Gross loss, other 
            operations                    (560)         (935)         (619)        
                                       _______       _______       _______

          Total gross profit             5,886         6,720         7,059         
                                       _______       _______       _______






                                              Years Ended August 31,
                                                  (in thousands)
                                         1997          1996          1995
                                       _______       _______       _______
                                                                            
INTEREST & DIVIDENDS 
  Revenue                                1,137         1,033           998                
  Expense                                  444           990         1,176          
                                       _______       _______       _______

        Interest & dividends, net          693            43          (178)          
                                       _______       _______       _______
REAL ESTATE
  Revenue:
    Sale of real estate                 11,753           551         8,026         
  Expenses:
    Cost of sales                          122           151           111           
    Other Costs                            360           343           330           
                                       _______       _______       _______

      Total                                482           494           441           
                                       _______       _______       _______

        Gain on sale of real estate     11,271            57         7,585         
                                       _______       _______       _______

          Income before income taxes   $17,850       $ 6,820       $14,466       
                                       _______       _______       _______
                                       _______       _______       _______



 *  Allocated expense includes ad valorem and payroll taxes, depreciation   
    and insurance.

**  Excludes capitalized maintenance cost of groves less than five years of 
    age consisting of $875 thousand on 1,130 acres in 1997, $1.6 million on    
    1,648 acres in 1996 and $1.4 million on 1,718 acres in 1995.

Citrus
______

Gross profit was $4.8 million in fiscal 1997, $7.6 million for fiscal 1996,
and $5.4 million in 1995.

Revenue from citrus sales decreased 3% during fiscal 1997, compared to fiscal 
1996 ($22.3 million during fiscal 1997 vs. $22.9 million during fiscal 1996).
Despite an 18% increase in production for the year (4.4 million boxes during 
fiscal 1997 vs. 3.7 million boxes during fiscal 1996), an offsetting 18% decline
in the average market price per box ($5.09 in fiscal 1997 vs. $6.21 per box in 
fiscal 1996) caused the decrease.

The increase in the number of boxes harvested during fiscal 1997 generated 
harvesting and marketing costs in excess of the prior year ($8.2 million in 
fiscal 1997 vs. $6.9 million in fiscal 1996).  Direct production and allocated
costs likewise increased as a result of the rise in production.  The production
increase was attributable to the addition of the first phase of the K-T Grove,
combined with improved yields from maturing groves in South Florida.





Revenue from citrus sales increased 17% during fiscal 1996, compared to fiscal 
1995 ($22.9 million during fiscal 1996 vs. $19.7 million during fiscal 1995). 
This was largely attributable to an 8% increase in production for the year 
(3.7 million boxes during fiscal 1996 vs. 3.4 million during fiscal 1995), 
combined with an 8% increase in the average market price per box ($6.21 in 
fiscal 1996 vs. $5.80 in fiscal 1995).

Direct production costs, associated with the increased yield, rose 10% during
fiscal 1996.  The corresponding large increase in revenues from citrus sales 
offset the rise in costs and generated the 40% increase in gross profit for 
this division.

The final returns from citrus pools are not precisely determinable at year end.
Returns are estimated each year based on the most current information available 
conservatively applied.  Differences between the estimates and the final 
realization of revenues can be significant.  Revenue collected in excess of 
prior year and year end estimates was $1.0 million, $1.1 million and $1.8
million during fiscal 1997, 1996 and 1995, respectively.



                               ACREAGE BY VARIETY AND AGE

                                     
VARIETY      0-1  1-2  3-4  5-6  7-8  9-10 11-12  13-14  15-16  20+   Acres 
             ___  ___  ___  ___  ___  ____ _____  _____  _____  ___   _____
Early:
Parson Brown
  Oranges     -    -    -   117   30   -     -     -      -      -      147
Hamlin 
  Oranges     -   386  170   32   30  714    -     110    239  1,335  3,016
Red Grapefruit-    -    -    54   -    -     -      48    158    169    429    
White Grapefruit-  -    -    -   318   -     -      -      -      21    339
Tangelos      -    -    -    -    -    -     -      -      -     135    135
Navel Oranges -    -    -    15   -    -     -      54     84    -      153

Mid Season:
Pineapple 
  Oranges     -    -   103   -    -    -     -      18     -     467    588
Queen Oranges -    -    -    -    -    -     -      -      -      51     51
Honey 
  Tangerines  -    80   -    -    45   -     -      -      94     -     219
Midsweet        
  Oranges     -    54  110   -    -    -     -      -      -      -     164

Late:
Valencia 
  Oranges     -   826  310  557  329  800    -      35    165  1,225  4,247
           _____  ___  ___  ___ _____ ___   ___    ___    ___  _____  _____

  Totals:     - 1,346  693  775  752 1,514   -     265    740  3,403  9,488








Sugarcane
_________

Gross profit for fiscal 1997 was $831 thousand compared to $1.7 million in 
fiscal 1996 and $1.8 million in fiscal 1995.

Sales revenues from sugarcane decreased 15% during fiscal 1997, compared to 
fiscal 1996 ($4.9 million vs. $5.9 million, respectively).  During the same  
period, direct production and allocated costs increased by 4% ($3.0 million in 
fiscal 1997 vs. $2.9 million in fiscal 1996).

Although the acres harvested during 1997 approximated fiscal 1996 levels 
(roughly 5 thousand acres each year), the number of gross tons harvested during 
fiscal 1997 was 15% below year ago levels (158 thousand gross tons harvested 
during 1997 vs. 187 thousand harvested during fiscal 1996).  Poor weather 
conditions were the cause for the decrease in sugarcane production.

Sales revenues from sugarcane decreased 3% during fiscal 1996, compared to 
fiscal 1995 ($5.9 million vs. $6.0 million, respectively).  Direct production
and allocated costs also decreased 2% during the year ($2.9 million vs. $3.0 
million, respectively).

The number of acres harvested and resulting yield for fiscal 1996 approximated
fiscal 1995 levels, causing the relatively minor difference in operating results
(5 thousand acres harvested yielded 187 thousand gross tons in fiscal 1996 vs.
5 thousand acres yielding 186 thousand gross tons during fiscal 1995).

Ranching
________

The gross profit (loss) from ranch operations for fiscal 1997, 1996 and 1995 
was $765 thousand, $(1.6 million), and $506 thousand, respectively.

Revenues from cattle sales increased 28% during fiscal 1997, compared to fiscal
1996 ($4.9 million in fiscal 1997 vs. $3.8 million in fiscal 1996).  The number 
of animals sold during the year increased 26% over the prior year (9,095 animals
sold in fiscal 1997 vs. 7,211 in fiscal 1996).  The rise is due to increased 
sales of feeder cattle inventories during the year, combined with a significant
improvement in market prices for beef.

Direct and allocated costs declined from their year ago levels ($4.1 million 
in fiscal 1997 vs. $5.4 million in fiscal 1996).  Due to market conditions, 
the Company was required to write down its fiscal 1996 beef inventory to net 
realizable value.  This adjustment totaled $909 thousand.  Additionally, in 
fiscal 1996, the Company wrote off $400 thousand of sod costs.  The charge 
was included in ranching costs.  The sod write off was necessary because of 
excessive rain and subsequent weed intrusion.

The Company's cattle marketing activities include retention of calves in western
feedlots, contract and auction sales, and risk management contracts.








Revenues from cattle sales increased 27% during fiscal 1996, compared to fiscal
1995 ($3.8 million in fiscal 1996 vs. $3.0 million in fiscal 1995).  The number 
of animals sold increased 11% over the prior year (7,211 sold in fiscal 1996 
vs. 6,482 in fiscal 1995); however, the average revenue per pound decreased 17% 
due to poor market conditions.

Additional costs to feed calves to maturity, increased by a grain shortage, 
caused direct and allocated costs to increase during fiscal 1996 when compared
to fiscal 1995 ($5.4 million vs. $2.4 million during fiscal 1996 and 1995,
respectively).  The increased costs during fiscal 1996 also included a beef 
inventory write down and the write off of sod costs referred to above.   

Other Operations
________________

Revenues from oil royalties and land rentals were $831 thousand for fiscal 
1997 compared to $679 thousand for fiscal 1996 and $678 thousand for fiscal 
1995.  The rise during fiscal 1997 was primarily due to increased revenue as 
a result of the development of additional land for farming leases.
 
Returns from rock products and sand were $1.2 million for fiscal 1997 compared 
to $935 thousand and $956 thousand for fiscal 1996 and 1995, respectively.  The 
variations between each of the years is due to the overall economic situation 
in the construction and road building industries.  Rock and sand supplies are 
sufficient, and no major price changes have occurred over the past 3 years.

Profits from the sale of sabal palms, for landscaping purposes, during fiscal 
1997 were $169 thousand compared to $197 thousand and $146 thousand for fiscal
years 1996 and 1995, respectively.  Additionally, the Company received $55 
thousand from the sale of pulpwood during fiscal 1997.  No such sales were made
during fiscal 1996 or 1995.

Direct and allocated expenses charged to the "Other" operations category 
included general and administrative and other costs not charged directly to
citrus, ranching, sugarcane or forestry.  These expenses totaled $3.0 million
during fiscal 1997 compared to $2.8 million during fiscal 1996 and $2.5 million 
during fiscal 1995.  The fiscal 1997 increase over 1996 was partially related
to costs expended for maintenance of properties used in farm lease operations   
($82 thousand).  The fiscal 1996 increase over 1995 was primarily attributable
to increases in employee benefits ($141 thousand), worker's compensation expense
($38 thousand) and ad valorem taxes ($82 thousand).

The Florida Gulf Coast University opened its doors in August 1997.  The Company 
is continuing its marketing and permit activities for its land which surrounds
the University site.

During November of 1996, the Company announced an agreement with Miromar 
Development, Inc. of Montreal, Canada to sell 550 acres of land surrounding the
University site in Lee County for $9.35 million.  The contract calls for 25% of 
the purchase price to be paid at closing, with the balance payable over the next
four years.  If the sale closes, it will generate a pretax gain of approximately
$8.7 million.

Additionally, the Company announced an option agreement with REJ Group, Inc.  
The option agreement permits the acquisition of a minimum 150 acres and a 
maximum of 400 acres within the 2,300 acre university village.  The potential   
pretax gain to Alico, if the option is exercised, would vary from $8.5 million  
to $24.5 million, depending on the time at which the option is exercised, and
the total number of acres selected.





Item 8.          Financial Statements and Supplementary Data.
_____________________________________________________________

                          Independent Auditors' Report
                          ____________________________

The Stockholders and Board of Directors
Alico, Inc.:

We have audited the consolidated balance sheets of Alico, Inc. and subsidiary
as of August 31, 1997 and 1996, and the related consolidated statements of 
operations, stockholders' equity, and cash flows for each of the years in
the three-year period ended August 31, 1997.  In connection with our audits   
of the consolidated financial statements, we also have audited the related
consolidated financial statement schedules as listed in Item 14(a)(2) herein.
These consolidated financial statements and financial statement schedules
are the responsibility of the Company's management.  Our responsibility is 
to express an opinion on these consolidated financial statements based on 
our audits. 

We conducted our audits in accordance with generally accepted auditing
standards.  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 signif-
icant estimates made by management, as well as evaluating the overall financial 
statement presentation.  We believe that our audits provide a reasonable basis 
for our opinion.

In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the financial position of Alico,
Inc. and subsidiary at August 31, 1997 and 1996, and the results of their
operations and cash flows for each of the years in the three-year period ended 
August 31, 1997, in conformity with generally accepted accounting principles.  
Also in our opinion, the related consolidated financial statement schedules, 
when considered in relation to the consolidated financial statements taken as
a whole, present fairly, in all material respects, the information set forth 
therein.

                                             KPMG PEAT MARWICK LLP
                                             (Signature)

Orlando, Florida
October 10, 1997












                         CONSOLIDATED BALANCE SHEETS

                                                         August 31,         
                                                    1997           1996
                                               _____________   ____________ 
                                                                                                                  
           ASSETS
                                                                                         
Current assets:
    Cash, including time deposits and other 
      cash investments of $1,414,436 in 1997
      and $1,396,193 in 1996                  $  1,459,765     $  1,428,059    
    Marketable equity securities available 
      for sale, at estimated fair value in 
      1997 and in 1996 (note 2)                  9,195,341        6,799,590             
    Other marketable securities available for
      sale, at estimated fair value in 1997 
      and in 1996 (note 2)                       2,217,574        2,826,435             
    Accounts receivable ($5,549,080 in 1997 and 
      $7,758,469 in 1996 due from affiliate)
      (note 9)                                   7,456,937        9,432,838               
    Mortgages and notes receivable, current
      portion (note 3)                             901,112          867,145                 
    Inventories (note 4)                        16,387,128       13,284,527             
    Other current assets                           269,463          238,038              
                                              ____________     ____________

      Total current assets                      37,887,320       34,876,632           
                                              ____________     ____________
Other assets:
    Land inventories                             8,345,116        7,777,942             
    Mortgages and notes receivable, net of
      current portion (note 3)                     588,860        1,531,947             
    Investments                                    955,779        1,016,526               
                                              ____________     ____________  

      Total other assets                         9,889,755       10,326,415           
                                              ____________     ____________

Property, buildings and equipment (note 5)      96,709,440       97,029,453           
Less accumulated depreciation                  (26,763,790)     (27,728,927)       
                                              ____________     ____________

      Net property, buildings and equipment     69,945,650       69,300,526           
                                              ____________     ____________

      Total assets                            $117,722,725     $114,503,573       
                                              ____________     ____________
                                              ____________     ____________ 












                                                        August 31,
                                                   1997           1996
                                               ____________   ____________

                                                                                                   

      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
    Accounts payable                           $  1,158,012   $  1,070,092      
    Due to profit sharing plan (note 7)             230,545        223,152        
    Accrued ad valorem taxes                      1,253,053      1,095,427         
    Accrued road commitment (note 10)               212,075      1,236,340         
    Accrued expenses                                329,772        142,047           
    Income taxes payable                            934,895        190,639            
    Deferred income taxes (note 8)                  869,763      1,157,169          
                                               ____________   ____________

      Total current liabilities                   4,988,115      5,114,866            

Notes payable to a banks (note 6)                12,856,000     20,630,000          
Deferred income taxes (note 8)                   11,712,806     11,291,936           
Deferred retirement benefits (note 7)                13,259         84,117             
                                               ____________   ____________

      Total liabilities                          29,570,180     37,120,919          
                                               ____________   ____________

Stockholders' equity:
    Preferred stock, no par value.  Authorized
      1,000,000 shares; issued, none                  -              -
    Common stock, $1 par value.  Authorized
      15,000,000 shares; issued and outstanding
      7,027,827 in 1997 and 1996                  7,027,827      7,027,827
    Unrealized gains on marketable securities
      (note 2)                                      913,059        261,686                 
    Retained earnings                            80,211,659     70,093,141         
                                               ____________   ____________

      Total stockholders' equity                 88,152,545     77,382,654          
                                               ____________   ____________

      Total liabilities and stockholders'
        equity                                 $117,722,725   $114,503,573      
                                               ____________   ____________
                                               ____________   ____________


<FN>

See accompanying notes to consolidated financial statements.








                   CONSOLIDATED STATEMENTS OF OPERATIONS

                                              Years Ended August 31,
                                          1997         1996         1995
                                      ___________  ___________  ___________
                                                       
Revenue:
  Citrus (note 9)                     $22,287,006  $22,966,004  $19,673,501     
  Sugarcane                             4,966,837    5,850,764    6,025,745      
  Ranch                                 4,875,826    3,795,612    2,952,214      
  Forest products                         224,090      196,906      146,196        
  Rock products and sand                1,257,665      934,992      955,461          
  Oil lease and land rentals              831,254      679,039      677,712          
  Profit on sales of real estate       11,753,199      550,578    8,026,209          
  Interest and investment income        1,136,928    1,033,124      998,185          
  Other income                             99,872       81,817      115,760          
                                      ___________  ___________  ___________

      Total revenue                    47,432,677   36,088,836   39,570,983      
                                      ___________  ___________  ___________
Costs and expenses (including charges
  from affiliate) (note 9):
  Citrus production, harvesting and
    marketing                          17,436,648   15,381,924   14,261,502     
  Sugarcane production, harvesting
    and hauling                         4,136,302    4,147,284    4,265,976        
  Ranch                                 4,110,969    5,429,239    2,446,117        
  Real estate                             481,870      494,281      441,535          
  Interest (note 6)                       444,217      990,082    1,175,599          
  Other, general and administrative
    expenses                            2,972,863    2,826,422    2,514,573        
                                      ___________  ___________  ___________

      Total costs and expenses         29,582,869   29,269,232   25,105,302      
                                      ___________  ___________  ___________

      Income before income taxes       17,849,808    6,819,604   14,465,681       

Provision for income taxes (note 8)     6,677,116    2,380,414    5,524,311        
                                      ___________  ___________  ___________
               
      Net Income                       11,172,692  $ 4,439,190  $ 8,941,370    
                                      ___________  ___________  ___________
                                      ___________  ___________  ___________

Weighted average number of shares
  outstanding                           7,027,827    7,027,827    7,027,827
                                      ___________  ___________  ___________
                                      ___________  ___________  ___________

Per share amounts:
  Net income                          $      1.59  $       .63  $      1.27   
  Dividends                                   .15  $       .35  $       .25        
        
<FN>
See accompanying notes to consolidated financial statements.








                            CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                                                                      Unrealized 
                                   Common Stock                        Gains On
                         Preferred  Shares                 Retained     Securi-
                           Stock    Issued      Amount     Earnings      ities
                           _____  _________  __________  ___________    _______             
                                                           
Balances, August 31, 1994  $  -   7,027,827  $7,027,827  $60,929,277    $  -                 
________________________

  Net income for the year
    ended August 31, 1995     -         -           -      8,941,370       -        
  Unrealized gains on 
    securities                -         -           -            -     264,739
  Dividends paid              -         -           -     (1,756,957)      -
                          ______  _________  __________  ___________  ________  

Balances, August 31, 1995     -   7,027,827   7,027,827   68,113,690   264,739
________________________

  Net income for the year
    ended August 31, 1996     -         -           -      4,439,190       -
  Unrealized losses on
    securities                -         -           -            -      (3,053)                
  Dividends paid              -         -           -     (2,459,739)      -        
                          ______  _________  __________  ___________  ________            

Balances, August 31, 1996     -   7,027,827   7,027,827   70,093,141   261,686        
________________________  

Net income for the year 
  ended August 31, 1997       -         -           -     11,172,692       - 
Unrealized gains on
  securities                  -         -           -            -     651,373    
Dividends paid                -         -           -     (1,054,174)      -      
                          ______  _________  __________  ___________  ________ 
  
Balances, August 31, 1997 $   -   7,027,827  $7,027,827  $80,211,659  $913,059
                          ______  _________  __________  ___________  ________
                          ______  _________  __________  ___________  ________       

 
<FN>
See accompanying notes to consolidated financial statements.








                              







                              CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                                    Years Ended August 31,  
                                                             1997           1996           1995     
                                                         ___________    ___________    ___________ 

                                                                                                    
Increase (Decrease) in Cash and Cash Investments:

Cash flows from operating activities:
  Net Income                                             $11,172,692    $ 4,439,190    $ 8,941,370          
  Adjustments to reconcile net income to cash
    provided by operating activities:
      Depreciation and amortization                        4,240,117      4,136,333      4,177,199      
      Gain on breeding herd sales                           (526,266)      (255,277)      (185,422)      
      Deferred income tax expense, net                      (259,533)      (607,302)     2,906,324         
      Deferred retirement benefits                           (63,465)      (130,828)      (213,796)           
      Net gain on sale of marketable securities             (414,669)      (128,473)       (14,511)            
      Road commitment payments                            (1,024,265)      (401,698)      (465,013)     
      Loss on sale of property and equipment                 424,915        305,485        157,334           
      Gain on real estate sales                          (11,957,753)      (379,734)    (8,011,703)  
      Increase in land inventories                          (567,174)      (455,202)      (565,191)       
      Cash provided by (used for) changes in:
        Accounts receivable                                1,975,901     (2,443,469)       (53,005)  
        Inventories                                       (2,845,384)      (227,391)    (2,375,786)    
        Other assets                                         (31,425)        94,118         14,758            
        Accounts payable and accrued expenses                433,271        126,145       (455,575)       
        Income taxes payable                                 744,256        (63,754)       198,090         
                                                         ___________    ___________    ___________

          Net cash provided by operating activities        1,301,218      4,008,143      4,055,073     
                                                         ___________    ___________    ___________
























                                                                   Years Ended August 31,
                                                             1997           1996           1995
                                                         ____________   ____________   ___________

                                                                                        
Cash flows from investing activities:
  Purchases of property and equipment                     (5,752,072)    (7,141,814)    (8,340,284)        
  Proceeds from disposals of property and equipment          608,658        364,398        233,813          
  Proceeds from sale of real estate                       12,060,060        420,364      8,322,300     
  Purchases of other assets                                 (100,896)      (215,575)      (115,108)            
  Proceeds from the sale of other assets                     161,643        124,834            -                  
  Purchases of marketable securities                      (4,694,859)    (3,848,245)    (1,900,519)  
  Proceeds from sales of marketable securities             4,367,008      3,756,639      1,622,586     
  Collection of mortgages and notes receivable               909,120        695,321        719,631        
                                                         ___________     __________     __________
          Net cash provided by (used for) 
            investing activities                           7,558,662     (5,844,078)       542,419    
                                                         ___________     __________     __________
Cash flows from financing activities:
  Proceeds of bank loans                                  18,749,000     17,316,000     17,666,002    
  Repayment of loans                                     (26,523,000)   (12,741,000)   (20,325,000) 
  Dividends paid                                          (1,054,174)    (2,459,739)    (1,756,957)   
                                                         ___________     ___________    __________

          Net cash provided by (used for)
            financing activities                          (8,828,174)     2,115,261     (4,415,955)     
                                                         ___________     ___________    __________

          Net increase in cash  
            and cash investments                              31,706        279,326        181,537    

Cash and Cash investments:
  At beginning of year                                     1,428,059      1,148,733        967,196       
                                                         ___________     ___________    ___________

  At end of year                                         $ 1,459,765     $ 1,428,059    $ 1,148,733    
                                                         ___________     ___________    ___________
                                                         ___________     ___________    ___________

Supplemental disclosures of cash flow information:

  Cash paid for interest, net of amount capitalized      $  396,988     $   886,239    $ 1,079,939  
                                                        ___________     ___________    ___________
                                                        ___________     ___________    ___________

  Cash paid for income taxes                            $ 6,183,310     $ 3,186,861    $ 2,419,600  
                                                        ___________     ___________    ___________
                                                        ___________     ___________    ___________




<FN>

See accompanying notes to consolidated financial statements.









                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS                
                  Years Ended August 31, 1997, 1996 and 1995     


(1)  Summary of Significant Accounting Policies
     __________________________________________

     (a)  Basis of Consolidated Financial Statement Presentation
          ______________________________________________________

          The accompanying financial statements include the accounts of     
          Alico, Inc. (the Company) and its wholly owned subsidiary,       
          Saddlebag Lake Resorts, Inc. (Saddlebag), after elimination of    
          all significant intercompany balances and transactions.

     (b)  Revenue Recognition
          ___________________

          Income from sales of citrus under marketing pool agreements is     
          recognized at the time the crop is harvested.  The revenue is     
          based on the Company's estimates of the amounts to be received as 
          the sales of pooled products are completed.  Fluctuation in the    
          market prices for citrus fruit has caused the Company to recognize
          additional revenue from the prior year's crop totaling $1,007,211, 
          $1,087,921, and $1,770,146 during fiscal years 1997, 1996 and 1995,
          respectively.
 
     (c)  Real Estate
          ___________

          Real estate sales are recorded under the accrual method of        
          accounting.  Retail land sales are not recognized until payments  
          received, including interest, aggregate 10 percent of the         
          contract sales price for residential real estate or 20 percent    
          for commercial real estate.  Sales are discounted to yield the    
          market rate of interest where the stated rate is less than the    
          market rate.  The recorded valuation discounts are realized as    
          the balances due are collected.  In the event of early            
          liquidation, interest is recognized on the simple interest        
          method.                                                           
     
          Tangible assets that are purchased during the period to aid in    
          the sale of the project as well as costs for services performed   
          to obtain regulatory approval of the sales are capitalized as     
          land and land improvements to the extent they are estimated to be 
          recoverable from the sale of the property.  Land and land         
          improvement costs are allocated to individual parcels on a per    
          lot basis which approximates the relative sales value method.     










(1), Continued        

          The Company has entered into an agreement with a real estate      
          consultant to assist in obtaining the necessary regulatory        
          approvals for the development and marketing of a tract of raw     
          land.  The marketing costs under this agreement are being         
          expensed as incurred.  The costs incurred to obtain the necessary 
          regulatory approvals are capitalized into land costs when paid.   
          These costs will be expensed as cost of sales when the underlying 
          real estate is sold. 

     (d)  Marketable Securities Available for Sale
          ________________________________________

          For the year ending August 31, 1995, the Company adopted          
          Statement of Financial Accounting Standards (SFAS) No. 115        
          "Accounting for Certain Investments in Debt and Equity            
          Securities".  

          Marketable securities available for sale are carried at the aggregate 
          estimated fair value of the portfolio.  Aggregate net unrealized 
          investment gains or losses are recorded net of related deferred taxes 
          in a separate component of stockholders' equity until realized. 

          Fair value for debt and equity investments is based on quoted market 
          prices at the reporting date for those or similar investments.
          
          The cost of all marketable securities available for sale are      
          determined on the specific identification method.

     (e)  Inventories
          ___________

          Beef cattle inventories are stated at the lower of cost or        
          market.  The cost of the beef cattle inventory is based on the    
          accumulated cost of developing such animals for sale.

          Unharvested crops are stated at the lower of cost or market.  The 
          cost for unharvested crops is based on accumulated production     
          costs incurred during the eight month period from January 1       
          through August 31.

     (f)  Property, Buildings and Equipment
          _________________________________

          Property, buildings and equipment are stated at cost.  Properties 
          acquired from the Company's predecessor corporation in exchange   
          for common stock issued in 1960, at the inception of the Company, 
          are stated on the basis of cost to the predecessor corporation.   
          Property acquired as part of a land exchange trust is valued at   
          the carrying value of the property transferred to the trust.







          The breeding herd consists of purchased animals and animals       
          raised on the ranch.  Purchased animals are stated at cost.  The  
          cost of animals raised on the ranch is based on the accumulated   
          cost of developing such animals for productive use.
 
          Depreciation for financial reporting purposes is computed on      
          straight-line and accelerated methods over the estimated useful   
          lives of the various classes of depreciable assets.

     (g)  Income Taxes
          ____________

          The Company accounts for income taxes under the asset and liability
          method.  Under this method, deferred tax assets and liabilities are
          recognized for the future tax consequences attributable to differences
          between the financial statement carrying amounts of existing assets 
          and liabilities and their respective tax bases.  Deferred tax assets
          and liabilities are measured using enacted tax rates expected to apply
          to taxable income in the years in which those temporary differences 
          are expected to be recovered or settled.  The effect on deferred tax 
          assets and liabilities of a change in tax rates is recognized in in-
          come in the period that includes the enactment date.        

     (h)  Earnings Per Share
          __________________

          Earnings per share has been computed by dividing net income by    
          the weighted average number of common shares outstanding during      
          the year.

     (i)  Cash Flows
          __________

          For purposes of the cash flows, cash and cash investments include 
          cash on hand and amounts due from banks with an original maturity 
          of less than three months.

     (j)  Reclassifications
          _________________

          Certain amounts from 1996 and 1995 have been reclassified to      
          conform to the 1997 presentation.

     (k)  Use of Estimates
          ________________

          In preparing the consolidated financial statements, management is 
          required to make estimates and assumptions that affect the reported 
          amounts of assets and liabilities.  Actual results could differ 
          significantly from those estimates.  Although some variability is 
          inherent in these estimates, management believes that the amounts 
          provided are adequate.          







(l)  Financial Instruments and Accruals
     __________________________________

     The carrying amounts in the consolidated balance sheets for accounts
     receivable, accounts payable and accrued expenses approximate fair value, 
     because of the immediate or short term maturity of these items.  The 
     carrying amounts reported for the Company's long-term debt approximate 
     fair value, because the instrument is a variable rate note which reprices 
     frequently.

(2)  Marketable Securities Available for Sale
     ________________________________________

     The Company has classified 100% of its investments in marketable securities
     as available-for-sale and, as such, the securities are carried at estimated
     fair value.  Any unrealized gains and losses, net of related deferred  
     taxes, are recorded as a net amount in a separate component of stock-
     holders' equity until realized.      
                    
     The amortized cost and estimated fair values of marketable securities 
     available for sale at August 31, 1997 and 1996 (in thousands) were as 
     follows:   


                        1997                                         1996
              __________________________________________  __________________________________________ 
                                 Gross         Estimated                     Gross         Estimated
                               Unrealized        Market                    Unrealized        Market
                 Cost       Gains    Losses      Value       Cost       Gains    Losses      Value
              __________  ________  ________  __________  __________  ________  ________  __________

                                                                                  
Equity 
  securities    $7,793      $1,450    $48       $ 9,195     $6,486      $421      $107      $6,800            

Debt 
  securities     2,155          76     13         2,218      2,721       119        14       2,826              
                ______      ______    ___       _______     ______      ____      ____      ______
Marketable 
  securities
  available 
  for sale      $9,948      $1,526    $61       $11,413     $9,207      $540      $121      $9,626           
                ______      ______    ___       _______     ______      ____      ____      ______
                ______      ______    ___       ______      ______      ____      ____      ______



















At August 31, 1997, debt instruments (net of mutual funds of $1,040,007) are
collectible as follows:  $2,000 within one year, $164,000 between one and five 
years, $348,381 between five and ten years, and $601,102 thereafter.



(3)  Notes Receivable
     ________________

     Notes receivable include mortgage and other notes receivable.          
     Mortgage notes receivable arose principally from real estate sales.    
     The balances (in thousands) at August 31, 1997 and 1996 are as         
     follows:


                                                        1997      1996
                                                       ______    ______
                                                           
   
     Mortgage notes receivable on
       retail land sales, net                          $  383    $  448         
     Mortgage notes receivable on bulk land sales         936     1,735      
     Other notes receivable                               171       216         
                                                       ______    ______

              Total mortgage notes receivable           1,490     2,399        
     Less current portion                                 901       867          
                                                       ______    ______

              Non-current portion                      $  589    $1,532       
                                                       ______    ______
                                                       ______    ______
     

     At August 31, 1997, substantially all contracts and mortgages on       
     retail land sales were collectible over periods ranging from 1 to 10   
     years with expected maturities as follows:  $45 thousand in 1998, 
     $68 thousand in 1999, $59 thousand in 2000, $53 thousand in 2001, 
     $50 thousand in 2002, and $108 thousand thereafter.

     At August 31, 1997, notes receivable, other than those from retail     
     land sales, were collectible over periods ranging from 1 to 4 years    
     with expected maturities as follows:  $856 thousand in 1998, $178      
     thousand in 1999, $8 thousand in 2000, and $65 thousand in 2001.












(4)  Inventories
     ___________

     A summary of the Company's inventories (in thousands) at August 31,    
     1997 and 1996 is shown below:


                                                 1997         1996
                                               _______      _______

                                                      

          Unharvested fruit crop on trees      $ 6,909      $ 7,064       
          Unharvested sugarcane                  2,322        2,231             
          Beef cattle                            6,993        3,937             
          Sod                                      163           53                
                                               _______      _______

               Total inventories               $16,387      $13,285            
                                               _______      _______
                                               _______      _______

Subject to prevailing market conditions, the Company may hedge up to 50% of
its beef inventory by entering into cattle futures contracts to reduce
exposure to changes in market prices.  The Company has designated these
agreements as a hedge and, therefore, any gains or losses anticipated under
these agreements will be deferred, with the cost of the related cattle
being adjusted when the contracts are settled.

(5)  Property, Buildings and Equipment
     _________________________________

     A summary of the Company's property, buildings and equipment (in       
     thousands) at August 31, 1997 and 1996 is shown below:                 


                                                             Estimated Use-
                                               1997     1996    ful Lives 
                                             _______  _______  ___________
                                                      
          Breeding herd                      $12,127  $13,184   5-7 years
          Buildings                            2,973    3,038   5-40 years
          Citrus trees                        19,820   20,109  22-40 years
          Sugarcane                            2,768    2,651   4-15 years
          Equipment and other facilities      24,477   24,624   3-40 years
                                             _______  _______
 
             Total depreciable properties     62,165   63,606    
          Less accumulated depreciation       26,763   27,729     
                                             _______  _______

             Net depreciable properties       35,402   35,877     
          Land and land improvements          34,544   33,424      
                                             _______  _______
             Net property, buildings
               and equipment                 $69,946  $69,301   
                                             _______  _______
                                             _______  _______



     The Company's citrus trees, fruit crop, unharvested sugarcane and cattle 
     are partially uninsured.

(6)  Indebtedness
     ____________

The Company has unsecured financing agreements with commercial banks that permit
the Company to borrow up to $3,000,000 which is due on demand and up to 
$27,000,000 which is due in January 1999.  Under these agreements, there was no 
current debt as of August 31, 1997 and 1996.  The total amount of long-term debt
under this agreement at August 31, 1997 and 1996 was $12,856,000 and $20,630,000
respectively.

Interest cost expensed and capitalized (in thousands) during the three years 
ended August 31, 1997, 1996 and 1995 was as follows:


                     
                                             1997      1996      1995
                                            ______    ______    ______
                                                       

          Interest expense                  $  444    $  990    $1,176        
          Interest capitalized                 618       703       576           
                                            ______    ______    ______

               Total interest cost          $1,062    $1,693    $1,752        
                                            ______    ______    ______
                                            ______    ______    ______


(7)  Employee Benefit Plans
     ______________________

The Company has a profit sharing plan covering substantially all employees. 
The plan was established under Internal Revenue Code Section 401(k). 
Contributions made to the profit sharing plan were $230,545, $223,152 and
$217,968 for the years ended August 31, 1997, 1996 and 1995, respectively.

Certain officers and employees also have employment contracts for additional
retirement benefits, the cost of which is accruable on a present value basis
over the remaining term of the employment agreements.  The lives of such
officers and employees have been insured as a means of funding such additional
benefits.  The accrued pension liability for these additional retirement
benefits at August 31, 1997 and 1996 was $3,133 and $56,088, respectively.

Additionally, the Company implemented a nonqualified defined benefit
retirement plan covering the officers and other key management personnel of
the Company.  The plan is being funded by the purchase of insurance
contracts.  The accrued pension liability for the nonqualified defined
benefit retirement plan at August 31, 1997 and 1996 was $10,126 and
$28,029, respectively.

Pension expenses for the additional retirement benefits were approximately
$217,000, $191,000 and $167,000 for the years ended August 31, 1997, 1996
and 1995, respectively.




(8)  Income Taxes
     ____________

The provision for income taxes (in thousands) for the years ended August 31,
1997, 1996 and 1995 is summarized as follows: 



                                       1997      1996      1995
                                      ______    ______    ______
                                                 
          Current:
              Federal income tax      $5,919    $1,974    $1,980        
              State income tax         1,000       353       322          
                                      ______    ______    ______

                                       6,919     2,327     2,302                      
                                      ______    ______    ______
          Deferred:
              Federal income tax        (207)       48     2,911           
              State income tax           (35)        5       311            
                                      ______    ______    ______

                                        (242)       53     3,222         
                                      ______    ______    ______         
                 Total provision for
                   income taxes       $6,677    $2,380    $5,524      
                                      ______    ______    ______
                                      ______    ______    ______


Following is a reconciliation of the expected income tax expense computed
at the U.S. Federal statutory rate of 34% and the actual income tax provision 
(in thousands) for the years ended August 31, 1997, 1996 and 1995:


                                       1997      1996      1995
                                      ______    ______    ______
                                                 

          Expected income tax         $6,069    $2,319    $4,918      
          Increase (decrease)
            resulting from:
              State income taxes, net
                of federal benefit       648       248       525         
              Nontaxable interest 
                and dividends           (120)     (174)     (180)         
              Other reconciling
                items, net                80       (13)      261          
                                      ______    ______    ______
              Total provision for
                income taxes          $6,677    $2,380    $5,524        
                                      ______    ______    ______
                                      ______    ______    ______














(8), Continued

Some items of revenue and expense included in the statement of operations
may not be currently taxable or deductible on the income tax returns. 
Therefore, income tax assets and liabilities are divided into a current
portion, which is the amount attributable to the current year's tax return,
and a deferred portion, which is the amount attributable to another year's
tax return.  The revenue and expense items not currently taxable or
deductible are called temporary differences.

At August 31, 1997 the Company had an unused charitable contribution
carryover totaling $8,524,520.  Management estimates that $1,000,000 will
be used to reduce taxable income over the next three years.  As a result,
the estimated unusable portion of the carryover has been set up as the
valuation amount in the deferred tax asset schedule below.  The contri-
bution carryover expires in 2000.

The tax effects of temporary differences that give rise to significant
portions of the deferred tax assets and deferred tax liabilities are
presented below (in thousands):



                                    1997       1996       
                                  _______    _______    
                                               
  Deferred Tax Assets:
    Contribution carryover        $(3,103)   $(3,851)         
    Less valuation allowance        2,727      3,287               
                                  _______    _______    

    Net contribution carryover       (376)      (564)              
    Beef cattle inventory            (131)      (136)                  
    Pension                           (84)      (116)               
    Prepaid sales commissions        (489)       -
    Other                            (133)       (32)              
                                  _______    _______    

      Total gross deferred 
        tax assets                 (1,213)      (848)          
                                  _______    _______   
















(8), Continued
                                    1997       1996     
                                  _______    _______    
                                                

  Deferred Tax Liabilities:
    Revenue recognized from
      citrus and sugarcane            432        999                         
    Deferred revenues               3,011      3,134                      
    Property and equipment
      (principally due to
       depreciation and soil
       and water deductions)        9,265      8,208                  
    Mortgage notes receivable         348        643                       
    Other                             740        313                      
                                  _______    _______    

      Total gross deferred
        tax liabilities            13,796     13,297                
                                  _______    _______  
  Net deferred income
        tax liabilities           $12,583    $12,449            
                                  _______    _______    
                                  _______    _______    



The Company is currently under examination by the Internal Revenue Service for
the years ended August 31, 1991, 1992, 1993 and 1994.  When the examinations 
are resolved, any income taxes due will become currently payable.  However, 
the majority of the proposed adjustments relate to the timing of certain income 
and expense items already provided for in the Company's deferred tax liability
accounts.

Previously the Company had been under audit for the year ended August 31, 1990.
A final settlement was reached in August of 1997.  Payments totaling 
approximately $1.4 million resulted in a refund due of approximately $80 
thousand.  The items settled related to the timing of recognition of certain    
items previously expensed.  The aforementioned payments increased interest
expense by $124,784 and $263,000 during the fiscal years ended August 31, 1995
and 1996, respectively.

The adjustments proposed to date for the years ended August 31, 1991 and 1992
would potentially result in $3.3 million of additional income tax payments.
Management anticipates a settlement regarding these years to occur within the 
next twelve months.  No adjustments have yet been proposed for the years ended
August 31, 1993 and 1994.








(9)  Related Party Transactions
     __________________________

     Citrus     
     ______

Citrus revenues of $20,065,303, $20,386,090 and $17,398,420 were recognized
for a portion of citrus crops sold under a marketing agreement with Ben
Hill Griffin, Inc. (Griffin) for the years ended August 31, 1997, 1996 and
1995, respectively.  Griffin is the owner of 49.71 percent of the Company's
common stock.  Accounts receivable, resulting from citrus sales, include 
amounts due from Griffin totaling $5,549,080 and $7,758,469 at August 31, 1997 
and 1996, respectively.  These amounts represent estimated revenues to be 
received periodically under pooling agreements as the sale of pooled products 
is completed.

Harvesting, marketing, and processing costs, related to the citrus sales
noted above, totaled $7,335,825, $6,099,481, and $5,732,506 for the years
ended August 31, 1997, 1996 and 1995, respectively.  In addition, Griffin
provided the harvesting services for citrus sold to an unrelated processor. 
The aggregate cost of these services was $779,715, $767,144 and $764,082
for the years ended August 31, 1997, 1996 and 1995, respectively.  The
accompanying balance sheets include accounts payable to Griffin for citrus
production, harvesting and processing costs in the amount of $383,614 and
$484,789 at August 31, 1997 and 1996, respectively.

Other Transactions
__________________

The Company purchased fertilizer and other miscellaneous supplies,
services, and operating equipment from Griffin, on a competitive bid basis,
for use in its cattle, sugarcane, sod and citrus operations.  Such
purchases totaled $4,451,224, $5,535,086 and $4,190,784 during the years
ended August 31, 1997, 1996 and 1995, respectively.

(10)  Commitment
      __________

During October 1992 the Company entered into an agreement to donate land,
improvements and other items, to the State of Florida, to be used as a site
for a new university.  The gift included 975 acres of land, road
construction, engineering and planning services, assistance with utility
costs and academic chairs.  The commitment was recorded as a contribution
in May 1994 when the title to the land was transferred.  Costs related to
road construction have been accrued and capitalized into land.  Other costs
will be expensed as incurred.

(11)  Business Segment Information
      ____________________________

The Company is primarily engaged in agricultural operations, which are subject
to risk including market prices, weather conditions and environmental concerns.
The Company is also engaged in retail land sales and, from time to time, sells 
real estate considered surplus to its operating needs.  Information about the
Company's operations (in thousands) for the years ended August 31, 1997, 1996 
and 1995 is summarized as follows:



                                       1997        1996        1995
                                  ________    ________    ________
     Revenues:                                          
       Agriculture:             
         Citrus                      $ 22,287    $ 22,966    $ 19,674        
         Sugarcane                      4,967       5,851       6,026           
         Ranch                          4,876       3,796       2,952           
                                     ________    ________    ________

           Total agriculture           32,130      32,613      28,652          
         Real estate                   11,753         551       8,026              
         General corporate              3,550       2,925       2,893            
                                     ________    ________    ________

           Consolidated total        $ 47,433    $ 36,089    $ 39,571        
                                     ________    ________    ________
                                     ________    ________    ________
     Operating income (loss):
       Agriculture:
         Citrus                      $  4,850    $  7,584    $  5,412        
         Sugarcane                        831       1,704       1,760        
         Ranch                            765      (1,633)        506       
                                     ________    ________    ________

           Total agriculture            6,446       7,655       7,678             
       Real estate                     11,271          56       7,585              
       General corporate                3,550       2,925       2,893             
                                     ________    ________    ________

           Total operating income      21,267      10,636      18,156            
       Interest expense                  (444)       (990)     (1,176)            
       General corporate expenses      (2,973)     (2,826)     (2,514)         
                                     ________    ________    ________
           Income before
             income taxes            $ 17,850    $  6,820    $ 14,466       
                                     ________    ________    ________
                                     ________    ________    ________

                              1997        1996        1995
                                     ________    ________    ________
     
     Capital expenditures:                                  
       Agriculture:
         Citrus                      $  1,829    $  2,734    $  4,301       
         Sugarcane                      1,890         967         743           
         Ranch                          1,159       2,786       2,189           
         Sod                               39          54          78            
         Farm lands                       340         365         155           
         Heavy equipment                   91          89         574           
                                     ________    ________    ________

           Total agriculture            5,348       6,995       8,040            
       General corporate                  404         147         300            
                                     ________    ________    ________

           Consolidated total        $  5,752    $  7,142    $  8,340        
                                     ________    ________    ________
                                     ________    ________    ________






                                       1997        1996        1995
                            ________    ________    ________

                                                    
     Depreciation, depletion and amortization:
       Agriculture:
         Citrus                      $  1,818    $  1,706    $  1,731        
         Sugarcane                        909         925         937             
         Ranch                          1,101       1,040       1,035           
         Sod                               17          49          81              
         Farm lands                        19          11           5             
         Heavy equipment                  306         311         295            
                                     ________    ________    ________

           Total agriculture            4,170       4,042       4,084            
       General corporate                   70          94          93              
                                     ________    ________    ________

           Consolidated total        $  4,240    $  4,136    $  4,177       
                                     ________    ________    ________
                                     ________    ________    ________

     Identifiable assets:            
       Agriculture:
         Citrus                      $ 45,361    $ 47,874    $ 43,449        
         Sugarcane                     23,746      22,846      22,154         
         Ranch                         16,355      13,710      12,619           
         Sod                              379         247       1,474          
         Farm lands                     1,561       1,240         887             
         Heavy equipment                1,246       1,461       1,699          
                                     ________    ________    ________

           Total agriculture           88,648      87,378      82,282            
       Real estate                      9,835      10,177      10,417             
       General corporate               19,240      16,949      16,308           
                                     ________    ________    ________

           Consolidated total        $117,723    $114,504    $109,007        
                                     ________    ________    ________
                                     ________    ________    ________




Identifiable assets represents assets on hand at year-end which are
allocable to a particular segment either by their direct use or by
allocation when used jointly by two or more segments.  General corporate
assets consist principally of cash, temporary investments, mortgage notes
receivable and property and equipment used in general corporate business.










                                SELECTED QUARTERLY FINANCIAL DATA
                                            (UNAUDITED)

Summarized quarterly financial data (in thousands except for per share amounts) for the years ended
August 31, 1997 and August 31, 1996, is as follows:
                                                        Quarters Ended               

                           November 30,    Feb. 28, Feb. 29,       May 31,           August 31,
                          1996     1995      1997     1996      1997     1996      1997     1996
                        _______  _______   _______  _______   _______  _______   _______  _______    
                                                                                      
Revenue:
  Citrus                $ 2,093  $ 4,170   $ 9,826  $ 7,133   $ 8,527  $ 8,721   $ 1,841  $ 2,942     
  Sugarcane               1,078    1,386     3,518    4,022       153      355       218       88     
  Ranch                     838    1,535     1,661      196     1,741    1,533       636      532       
  Property sales             24       17    11,384       80        15       91       330      363       
  Interest                  244      352       351      260       353      234       189      187      
  Other revenues            535      364       494      429       661      506       723      592     
                        _______  _______   _______  _______   _______  _______   _______  _______

    Total revenue         4,812    7,824    27,234   12,120    11,450   11,440     3,937    4,704         
                        _______  _______   _______  _______   _______  _______   _______  _______
  
Costs and expenses:
  Citrus                  1,789    3,375     8,596    5,631     5,916    5,090     1,136    1,286    
  Sugarcane                 828    1,051     3,263    3,147       -        -          45      (51)        
  Ranch                     566    1,529     1,344      144     1,642    3,198       559      558      
  Interest                  249      136        60      173        73      487        62      194       
  Other                     816      748       744      866       673      585     1,222    1,122    
                        _______  _______   _______   _______  _______  _______   _______  _______   
    Total costs and
      expenses            4,248    6,839    14,007     9,961    8,304    9,360     3,024    3,109     
                        _______  _______   _______   _______  _______  _______   _______  _______    

Income before 
  income taxes              564      985    13,227     2,159    3,146    2,080       913    1,595    

Provision for
  income taxes              182      338     4,970       759    1,154      857       371      426         
                        _______  _______   _______   _______  _______   _______  _______  _______

Net income              $   382  $   647   $ 8,257   $ 1,400  $ 1,992   $ 1,223  $   542  $ 1,169   
                        _______  _______   _______   _______  _______   _______  _______  _______
                        _______  _______   _______   _______  _______   _______  _______  _______

Net income
  per share             $   .06  $   .09  $   1.17   $   .20  $   .28   $   .17  $   .08  $   .17       
                        _______  _______  _______   _______  _______   _______   _______  _______
                        _______  _______  _______   _______  _______   _______   _______  _______

The weighted average number of shares outstanding totaled 7,027,827 shares during each of the
periods presented above.

  
                  








Item 9.           Disagreements on Accounting and Financial Disclosure.
_______________________________________________________________________

     There were no disagreements on accounting and financial disclosures.


                                  PART III
                                  ________

Item 10.          Directors and Executive Officers of the Registrant.
_____________________________________________________________________

     For information with respect to the executive officers of the
registrant, see "Executive Officers of the Registrant" at the end of Part I
of this report.

     The information called for regarding directors is incorporated by
reference to Proxy Statement dated November 10, 1997.

Item 11.          Executive Compensation.
_________________________________________

Item 12.          Security Ownership of Certain Beneficial Owners and 
_____________________________________________________________________
                  Management.
                  ___________

Item 13.          Certain Relationships and Related Transactions.
_________________________________________________________________

     Information called for by Items 11, 12 and 13 is incorporated by
reference to Proxy Statement dated November 10, 1997.

























                                    PART IV
                                    _______

Item 14.          Exhibits, Financial Statement Schedules and Reports
_____________________________________________________________________
                  on Form 8-K.
                  ____________
                                                                     
(a)1.  Financial Statements:                                         
       ____________________                                         

       Included in Part II, Item 8 of this Report

       Report of Independent Certified Public Accountants

       Consolidated Balance Sheets  -  August 31, 1997 and 1996

       Consolidated Statements of Operations  -  For the Years Ended
       August 31, 1997, 1996 and 1995

       Consolidated Statements of Stockholders' Equity  -  For the
       Years Ended August 31, 1997, 1996 and 1995

       Consolidated Statements of Cash Flows  -  For the Years Ended
       August 31, 1997, 1996 and 1995

(a)2.  Financial Statement Schedules:
       _____________________________

       Selected Quarterly Financial Data  -  For the Years Ended 
       August 31, 1997 and 1996  -  Included in Part II, Item 8

       Schedule I  -  Marketable Securities and Other Investments -
       For Year Ended August 31, 1997

       Schedule V  -  Property, Plant and Equipment  -  For the Years
       Ended August 31, 1997, 1996 and 1995

       Schedule VI  -  Reserves for Depreciation, Depletion and 
       Amortization of Property, Plant and Equipment  -  For the
       Years Ended August 31, 1997, 1996 and 1995

       Schedule IX  -  Supplementary Income Statement Information  -
       For the Years Ended August 31, 1997, 1996 and 1995

All other schedules not listed above are not submitted because they are not
applicable or not required or because the required information is included
in the financial statements or notes thereto.
        







                                                                      
(a)3.  Exhibits:                                                      
       ________                                                      

       (3)  Articles of Incorporation: *

            Schedule I    -  Restated Certificate of Incorporation,
              Dated February 17, 1972
            Schedule II   -  Certificate of Amendment to Certificate
              of Incorporation, Dated January 14, 1974
            Schedule III  -  Amendment to Articles of Incorporation,
              Dated January 14, 1987
            Schedule IV   -  Amendment to Articles of Incorporation,
              Dated December 27, 1988
            Schedule V    -  By-Laws of Alico, Inc.,
              Amended to September 13, 1994

       (4)  Instruments Defining the Rights of Security Holders,
            Including Indentures  -  Not Applicable

       (9)  Voting Trust Agreement  -  Not Applicable

       (10) Material Contracts  -  Citrus Processing and Marketing
            Agreement with Ben Hill Griffin, Inc., dated November 2,
            1983, a Continuing Contract. *
       
       (11) Statement  -  Computation of Per Share Earnings
       
       (12) Statement  -  Computation of Ratios

       (18) Change in Accounting Principal  -  Not Applicable

       (19) Annual Report to Security Holders  -  By Reference

       (21) Subsidiaries of the Registrant  -  Not Applicable

       (22) Published Report Regarding Matters Submitted to Vote of
            Security Holders  - Not Applicable

       (23) Consents of Experts and Counsel  -  Not Applicable

       (24) Power of Attorney  -  Not Applicable

       (28) Information From Reports Furnished to State Insurance
            Regulatory Authorities  -  Not Applicable

       (99) Additional Exhibits  -  None
                                                                 
(b)3.  Reports on Form 8-K:                                          
       ___________________                                          

       Form 8-K dated December 3, 1996 regarding re-election of 
       Directors and election of Officers.



*  Material has been filed with Securities and Exchange Commission
   and NASDAQ and may be obtained upon request.












                                          ALICO, INC.
                                        
                                          SCHEDULE I
  
                        Marketable Securities and Other Investments                           
  
                                        August 31, 1997

  
  COLUMN A             COLUMN B            COLUMN C              COLUMN D              COLUMN E     
  ________             ________            ________              ________              ________

                                                                                     Amount of Which 
                                                                                     Each Portfolio
                                                                                     of Equity Secu-
                                                                                     rity Issues and
                   Number of Shares or                                               Each Other Se-
Name of Issuer     Units-Principal                          Market Value of Each     curity Issue
and Title of       Amounts of Bonds                         Issue at Balance Sheet   Carried in the
Each Issue         and Notes           Cost of Each Issue   Date                     Balance Sheet
______________     ________________    __________________   ______________________   _______________
                                                                            

Municipal Bonds       $  751,512           $  751,512             $   794,872           $   794,872

Mutual Funds          $4,607,653            4,607,653               5,833,612             5,833,612              

Preferred Stocks         106,900            2,728,319               2,794,879             2,794,879       

Common Stocks             35,778            1,282,737               1,416,313             1,416,313                   

Other Investments     $  578,591              578,591                 573,239               573,239                            
                                           __________             ___________           ___________

     Total:                                $9,948,812             $11,412,915           $11,412,915
                                           __________             ___________           ___________                                 
                                           __________             ___________           ___________


                  


















                                                    ALICO, INC.

                                                    SCHEDULE V

                                          PROPERTY, PLANT AND EQUIPMENT

COLUMN A                         COLUMN B     COLUMN C     COLUMN D         COLUMN E        COLUMN F                 
________                         _________    _________   ___________    ______________    __________

                                  Balance                                 Other Changes    Balance at
                                 Beginning    Additions   Retirements      Debit and/or     Close of
Description                      of Period     at Cost      or Sales      Credit-Describe    Period                         
___________                      _________    _________   ___________    ________________  ____________

For Year Ended August 31, 1997
______________________________
                                                                                         
Land                             $14,504,916  $  334,165  $  470,119     $                 $14,368,962 
Roads                                745,525     207,656                                       953,181
Agricultural Land Preparation          9,906                                                     9,906
Forest Improvements                  100,026                                                   100,026
Pasture Improvements               2,801,321     155,453                                     2,956,774
Buildings                          3,037,575       6,007      70,096                         2,973,486
Feeding and Watering Facilities
  for Cattle Herd                     36,067                   1,900                            34,167
Water Control Facilities             871,337                 866,000                             5,337
Fences                               270,133      34,484      12,420                           292,197
Cattle Pens                          134,955                                                   134,955
Citrus Groves, Including
  Irrigation Systems              38,634,654   1,532,126   1,744,166                        38,422,614
Equipment                          6,999,963     563,979     283,365                         7,280,577
Breeding Herd                     13,184,291     935,625   1,993,227                        12,126,689
Sugarcane-Land Preparation, Etc.  14,304,486   1,603,607     630,792                        15,277,301
Sod-Land Preparation, Etc.           141,922      39,016                                       180,938
Farm Land Preparation              1,252,376     339,954                                     1,592,330
                                 ___________  __________  __________    ________________   ___________                   
                                 $97,029,453  $5,752,072  $6,072,085    $              0   $96,709,440
                                 ___________  __________  __________    ________________   ___________
                                 ___________  __________  __________    ________________   ___________                              


















                                               ALICO, INC.
  
                                               SCHEDULE V

                                     PROPERTY, PLANT AND EQUIPMENT


COLUMN A                          COLUMN B    COLUMN C     COLUMN D         COLUMN E      COLUMN F       
________                          _________   _________   ___________   ______________  ____________ 
                                               
                                   Balance                              Other Changes    Balance at 
                                  Beginning   Additions   Retirements   Debit and/or      Close of
Description                       of Period    at Cost      or Sales   Credit-Describe     Period  
___________                       _________   _________   __________   _______________  ___________

For the Year Ended August 31, 1996
__________________________________                                     
                                                                           
Land                             $14,409,797  $  133,396  $   38,277   $               $14,504,916      
Roads                                489,213     256,312                                   745,525
Agricultural Land Preparation          9,906                                                 9,906
Forest Improvements                  100,026                                               100,026                                
Pasture Improvements               2,363,419     434,194                      3,708 *    2,801,321
Buildings                          3,034,835      82,938      80,198                     3,037,575
Feeding and Watering Facilities
  for Cattle Herd                     36,486                     419                        36,067
Water Control Facilities             871,337                                               871,337
Fences                               228,811      47,066       5,744                       270,133
Cattle Pens                          155,219                  20,264                       134,955
Citrus Groves, Including
  Irrigation Systems              36,176,961   2,573,697     116,004                    38,634,654
Equipment                          6,815,062     328,372     143,471                     6,999,963
Breeding Herd                     12,094,179   2,165,878   1,075,766                    13,184,291
Sugarcane-Land Prep.,Etc.         12,907,640     715,188                   681,658 *    14,304,486
Sod-Land Preparation,Etc.          1,118,258      44,615     335,585      (685,366)*       141,922
Farm Land Preparation                892,218     360,158                                 1,252,376
                                 ___________  __________  __________   ___________     ___________
 
                                 $91,703,367  $7,141,814  $1,815,728   $         0     $97,029,453
                                 ___________  __________  __________   ___________     ___________
                                 ___________  __________  __________   ___________     ___________

* Reclassification       

(/TABLE>

 















                                                  ALICO, INC.

                                                  SCHEDULE V

                                        PROPERTY, PLANT AND EQUIPMENT

COLUMN A                        COLUMN B     COLUMN C      COLUMN D       COLUMN E        COLUMN F  
________                        _________    _________    __________   _______________   ___________ 
              
                                 Balance                               Other Changes     Balance at
                                Beginning    Additions    Retirements   Debit and/or      Close of
Description                     of Period     at Cost      or Sales    Credit-Describe     Period   
___________                     _________    _________    ___________  _______________   ___________ 
 
For Year Ended August 31, 1995
______________________________
                                                                           
Land                           $14,574,228   $  159,902   $  324,333                     $14,409,797
Roads                              403,107       86,106                                      489,213
Agricultural Land Preparation        9,906                                                     9,906
Forest Improvements                102,818                     2,792                         100,026
Pasture Improvements             1,997,036      366,383                                    2,363,419
Buildings                        2,907,306      147,043       19,514                       3,034,835
Feeding and Watering Facilities
  for Cattle Herd                   32,886        3,600                                       36,486
Water Control Facilities           871,337                                                   871,337
Fences                             188,806       79,107       39,102                         228,811
Cattle Pens                        118,149       44,658        7,588                         155,219
Citrus Groves, Including
  Irrigation Systems            32,761,874    3,611,450      196,363                      36,176,961
Equipment                        5,980,970    1,386,613      552,521                       6,815,062
Breeding Herd                   10,979,640    1,622,552      508,013                      12,094,179
Sugarcane-Land Preparation,Etc. 12,761,667      629,125      483,152                      12,907,640
Sod-Land Preparation,Etc.        1,080,849       48,305       10,896                       1,118,258
Farm Land Preparation              736,778      155,440                                      892,218
                               ___________   __________   __________  _________________  ___________
                               
                               $85,507,357   $8,340,284   $2,144,274                 $0  $91,703,367
                               ___________   __________   __________  _________________  ___________
                               ___________   __________   __________  _________________  ___________
























                                                  ALICO, INC.

                                                  SCHEDULE VI

          Reserves for Depreciation, Depletion and Amortization of Property, Plant and Equipment
          ______________________________________________________________________________________

COLUMN A                        COLUMN B      COLUMN C      COLUMN D       COLUMN E       COLUMN F
________                       __________    __________    ___________  ______________   ___________ 
                                           
                                              Additions                
                                Balance       Charged To                 Other Changes   Balance at
                               Beginning    Profit & Loss                 Add (Deduct)    Close of
Description                    of Period      of Income   Retirements       Describe     
___________                    __________    __________   ___________  _______________   __________

For Year Ended August 31, 1997
______________________________
                                                                         
Buildings                      $ 1,152,448   $  139,550   $    70,096                   $ 1,221,902
Feeding and Watering Facilities
  for Cattle Herd                   24,044        1,915         1,900                        24,059
Water Control Facilities           866,000                    866,000                             0
Fences                             112,016       24,421        12,420                       124,017
Cattle Pens                         43,362       13,951                                      57,313                  
Citrus Groves, Including
  Irrigation Systems            10,189,551    1,448,900     1,744,166                     9,894,285         
Equipment                        4,106,878      822,968       283,365                     4,646,481
Breeding Herd                    7,518,756      939,309     1,596,516                     6,861,549
Roads                               10,731       21,366                                      32,097
Sugarcane-Land Preparation,Etc.  3,683,734      807,626       630,791                     3,860,569         
Sod-Land Preparation,Etc.            2,054        1,903                                       3,957
Farm Land Preparation               19,353       18,208                                      37,561                                
                               ___________   __________   __________       _______      ___________

                               $27,728,927   $4,240,117   $5,205,254            $0      $26,763,790
                               ___________   __________   __________       _______      ___________
                               ___________   __________   __________       _______      ___________























                                                 ALICO, INC.

                                                 SCHEDULE VI

         Reserves for Depreciation, Depletion and Amortization of Property, Plant and Equipment
         ______________________________________________________________________________________

COLUMN A                    COLUMN B     COLUMN C       COLUMN D       COLUMN E       COLUMN F      
________                   __________   __________    _____________   ___________   ____________

                                         Additions
                             Balance     Charged to                  Other Changes   Balance at    
                            Beginning  Profit & Loss                  Add (Deduct)    Close of  
Description                 of period    of Income     Retirements      Describe       Period     
___________                 _________  _____________  _____________  _____________  ___________

For the Year Ended August 31, 1996               
__________________________________
                                                                     

Buildings                 $ 1,092,981   $  139,665      $   80,198     $            $ 1,152,448
Feeding and Watering Facilities
  for Cattle Herd              21,741        2,722             419                       24,044
Water Control Facilities      866,000                                                   866,000
Fences                         96,330       21,430           5,744                      112,016
Cattle Pens                    49,676       13,951          20,265                       43,362
Citrus Groves, Including
  Irrigation Systems        9,002,178    1,303,376         116,003                   10,189,551
Equipment                   3,329,601      904,448         127,171                    4,106,878
Breeding Herd               7,559,946      867,887         909,077                    7,518,756
Roads                               0       10,731                                       10,731
Sugarcane-Land Prep.,Etc.   2,752,281      827,397                       104,056 *    3,683,734
Sod-Land Preparation,Etc.     174,201       33,524         101,615      (104,056)*        2,054
Farm Land Preparation           8,151       11,202                                       19,353
                          ___________   __________      __________     _________    ___________

                          $24,953,086   $4,136,333      $1,360,492     $       0    $27,728,927
                          ___________   __________      __________     _________    ___________
                          ___________   __________      __________     _________    ___________    



* Reclassification

















        
                                             ALICO, INC.

                                            SCHEDULE  VI

       Reserves for Depreciation, Depletion and Amortization of Property, Plant and Equipment
       ______________________________________________________________________________________

COLUMN A                          COLUMN B      COLUMN C       COLUMN D     COLUMN E      COLUMN F
________                         __________   _____________   ___________  ___________   __________

                                                Additions
                                   Balance      Charged to                Other Changes  Balance at
                                  Beginning   Profit & Loss                Add (Deduct)   Close of
Description                       of Period     or Income     Retirements    Describe      Period
___________                       _________   _____________   ___________  ___________   __________

For the Year Ended August 31, 1995
__________________________________
                                                                                            
Forest Improvements             $     2,792    $              $    2,792                $         0
Buildings                           974,796       137,700         19,515                  1,092,981
Feeding and Watering Facilities
  for Cattle Herd                    19,034         2,707                                    21,741
Water Control Facilities            707,510       158,490                                   866,000
Fences                              121,246        14,187         39,103                     96,330
Cattle Pens                          45,006        12,258          7,588                     49,676
Citrus Groves, Including
  Irrigation System               7,834,438     1,364,102        196,362                  9,002,178
Equipment                         2,924,537       866,991        461,927                  3,329,601
Breeding Herd                     7,120,195       855,410        415,659                  7,559,946
Sugarcane-Land Preparation, Etc.  2,521,318       714,115        483,152                  2,752,281
Sod-Land Preparation, Etc.          129,539        46,514          1,852                    174,201
Farm Land Preparation                 3,426         4,725                                     8,151
                                ___________    __________     __________   __________   ___________

                                $22,403,837    $4,177,199     $1,627,950           $0   $24,953,086
                                ___________    __________     __________   __________   ___________
                                ___________    __________     __________   __________   ___________






















     
                                             ALICO, INC.

                                            SCHEDULE  IX
                                            ____________                                                                      

                            SUPPLEMENTARY INCOME STATEMENT INFORMATION
                            __________________________________________


____________________________________________________________________________________________________

         COLUMN A                                                    COLUMN B
____________________________________________________________________________________________________


                                                     Charged to Costs and Expenses
                                                     _____________________________

                                                         Years Ended August 31,
                                                         ______________________

           Item                              1997                  1996                   1995
           ____                              ____                  ____                   ____

                                                                             
1.  Maintenance and repairs              $  990,184            $  858,253             $  948,602             


2.  Taxes, other than payroll
    and income taxes                      1,755,168             1,476,159              1,539,544       































                                                           EXHIBIT 11



                                   ALICO, INC.



Computation of Weighted Average Shares Outstanding as of August 31, 1997:


          Number of shares outstanding at August 31, 1996        7,027,827
                                                                 _________
                                                                 _________


          Number of shares outstanding at August 31, 1997        7,027,827
                                                                 _________
                                                                 _________


          Weighted Average 9/1/96  -  8/31/97                    7,027,827
                                                                 _________
                                                                 _________

































                                                               EXHIBIT 12




                                   ALICO, INC.



Computation of Ratios:

                                       
        
                1996    Current Assets           $34,876,632
                        Current Liabilities        5,114,866

                        34,876,632 divided by 5,114,866  =  6.82:1





                1997    Current Assets           $37,887,320
                        Current Liabilities        4,988,115

                        37,887,320 divided by 4,988,115  =  7.59:1


























Pursuant to the requirements of Section 13 of the Securities Exchange Act
of 1934, as amended, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.

                                              ALICO, INC.
                                              (Registrant)


                                             
February 24, 1998                             Ben Hill Griffin, III
Date                                          President, Chief Executive    
                                              Officer and Director
                                              (Signature)


February 24, 1998                             W. Bernard Lester
Date                                          Executive Vice President,
                                              Chief Operating Officer and
                                              Director
                                              (Signature)


February 24, 1998                             L. Craig Simmons
Date                                          Vice President and
                                              Chief Financial Officer
                                              (Signature) 


Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the date indicated:


J. C. Barrow, Jr.                             K. E. Hartsaw
Director                                      Director
(Signature)                                   (Signature)


Walker E. Blount, Jr.                         Lloyd G. Hendry
Director                                      Director
(Signature)                                   (Signature)


Ben Hill Griffin, IV                          Thomas E. Oakley
Director                                      Director
(Signature)                                   (Signature)


                                              John C. Updike
                                              Director
                                              (Signature)

February 24, 1998
Date