SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K 	Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 [ X ] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act Of 1934 (No fee required, effective October 7, 1996) For the Fiscal Year Ended December 31, 1997 or [ ] Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 	(No fee required) For The Transition Period From _________ To ________. Commission File Number 0-7201 A.	 Full Title of the Plan and the Address of the Plan, if Different from that of the Issuer Named Below: Poe & Brown, Inc. Employees' Savings Plan And Trust B.	 Name of Issuer of the Securities Held Pursuant to the Plan and the Address of its Principal Executive Office: Poe & Brown, Inc. 220 South Ridgewood Avenue Daytona Beach, Florida 32115 <PAGE ii> POE & BROWN, INC. EMPLOYEES' SAVINGS PLAN AND TRUST AGREEMENT FORM 11-K REQUIRED INFORMATION Pursuant to Item 4 of the required information, in lieu of the requirements of Items 1, 2 and 3, the financial statements and schedules prepared in accordance with the financial reporting requirements of ERISA are submitted as follows: 												 Page 	 REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS			 	 1 	 STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS AS OF DECEMBER 31, 1997 AND 1996								 2 	 STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION, FOR THE YEAR ENDED DECEMBER 31, 1997	 								 3 	 NOTES TO FINANCIAL STATEMENTS							 4 	 SCHEDULE I: SCHEDULE OF ASSETS HELD FOR INVESTMENT AS OF DECEMBER 31, 1997									 10 	 SCHEDULE II: SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1997	 						 12 	 SIGNATURE											 13 	 CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS		 	 14 <PAGE 1> REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS To the Trustees of the Poe & Brown, Inc. Employees' Savings Plan and Trust: We have audited the accompanying statements of net assets available for benefits of the Poe & Brown, Inc. Employees' Savings Plan and Trust as of December 31, 1997 and 1996, and the related statement of changes in net assets available for benefits for the year ended December 31, 1997. These financial statements and the supplemental schedules referred to below are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements and schedules based upon 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 significant 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 financial statements referred to above present fairly, in all material respects, the net assets available for benefits as of December 31, 1997 and 1996, and the changes in its net assets available for benefits for the year ended December 31, 1997, in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets held for investment and reportable transactions are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The Fund Information in the statement of changes in net assets available for benefits is presented for purposes of additional analysis rather than to present the changes in net assets available for benefits of each fund. The supplemental schedules and Fund Information have been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, are fairly stated, in all material respects, in relation to the basic financial statements taken as a whole. 								\s\ARTHUR ANDERSEN LLP Tampa, Florida, June 12, 1998 <PAGE 2> POE & BROWN, INC. EMPLOYEES' SAVINGS PLAN AND TRUST STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1997 AND 1996 1997 1996 CASH $ 6,806 $ 194,340 INVESTMENTS (Notes 2 and 3): At fair value- SEI Balanced Fund - 5,810,917 SEI Bond Index Fund - 103,014 SEI Capital Appreciation Fund - 7,766,467 SEI Core International Equity Fund - 784,269 SEI S&P 500 Index Fund - 1,773,025 SEI Small Cap Growth Fund - 3,236,914 SEI Prime Obligation Fund - 9,004 Government/Corporate Bond Fund 222,869 - Balanced Funds 7,211,982 - Stock Index Fund 3,139,724 - Equity Funds 9,835,213 - Special Equity Fund 4,839,617 - International Funds 1,067,253 - Employer Common Stock 7,217,252 4,108,587 Participant loans 1,455,199 1,595,998 Self-directed Investments 138,891 - ____________ __________ 35,128,000 25,188,195 At contract value- Stable Five Fund 5,276,753 - SEI Stable Asset Fund - 4,631,820 Total investments 40,404,753 29,820,015 EMPLOYER CONTRIBUTIONS RECEIVABLE 776,298 645,569 PARTICIPANT CONTRIBUTIONS RECEIVABLE - 70,976 ____________ ___________ Total assets 41,187,857 30,730,900 ACCOUNTS PAYABLE - 194,340 _____________ ___________ NET ASSETS AVAILABLE FOR BENEFITS $41,187,857 $30,536,560 ============= ============ The accompanying notes are an integral part of these statements. <PAGE 3> POE & BROWN, INC. EMPLOYEES' SAVINGS PLAN AND TRUST STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION, FOR THE YEAR ENDED DECEMBER 31, 1997 Government Corporate Stock Special Interna- SEI Bond Balanced Index Equity Equity tional Funds Fund Funds Fund Funds Fund Funds DITIONS: Interest and dividends $119,995 $ - $ - $ - $ - $ - $ - Dividends on Employer Common Stock - - - - - - - Net realized and unrealized (depreciation) appreciation in fair value of investments (261,708) 13,146 1,099,702 635,728 1,657,234 1,050,972 56,034 Participant contributions - 69,874 607,448 404,393 764,806 758,332 169,191 Employer contributions - 18,405 286,655 161,939 366,434 342,773 75,818 ________ _______ _________ ________ _________ _________ _______ Total addi- tions (141,713) 101,425 1,993,805 1,202,060 2,788,474 2,152,077 301,043 __________ _______ _________ _________ _________ _________ _______ DEDUCTIONS: Benefits paid to parti- cipants - 5,404 281,801 53,112 352,148 476,778 110,212 Admini- strative expenses - 519 24,764 9,538 31,005 15,266 3,678 __________ ________ ________ ________ ________ _______ _______ Total deductions - 5,923 306,565 62,650 383,153 492,044 113,890 _________ _________ ________ ________ ________ _______ ________ NET ASSETS TRANSFERRED BETWEEN INVESTMENT FUNDS (23,973,717) 127,367 5,524,742 2,000,314 7,429,892 3,179,584 880,100 ___________ ________ _________ _________ __________ _________ ________ NET (DECREASE) INCREASE (24,115,430) 222,869 7,211,982 3,139,724 9,835,213 4,839,617 1,067,253 NET ASSETS AVAILABLE FOR BENEFITS, beginning of year 24,115,430 - - - - - - ___________ ________ __________ _________ ________ __________ ______ NET ASSETS AVAILABLE FOR BENEFITS, end of year $ - $222,869 $7,211,982 $3,139,724 $9,835,213 $4,839,617 $1,067,253 ======= ======== ========== ========== ========== ========== ========== (TABLE COLUMNS FOR THE TABLE ABOVE ARE CONTINUED BELOW FOR EDGAR PURPOSES ONLY - THESE COLUMNS CONTINUE ACROSS THE PAGE ON HARD COPY) Stable Employer Self- Five Common Participant Directed Fund Stock Loans Investments Other Total ADDITIONS: Interest and dividends $334,918 $ - $ 108,878 $ - $ - $563,791 Dividends on Employer Common Stock - 83,357 - - - 83,357 Net realized and unrealized (depreciation) appreciation in fair value of investments - 2,858,625 - 14,242 - 7,123,975 Participant contributions 408,818 332,793 - - (70,975) 3,444,680 Employer contributions 226,080 203,567 - - 137,534 1,819,205 _________ __________ ________ _______ ________ __________ Total additions 969,816 3,478,342 108,878 14,242 66,559 13,035,008 _________ __________ ________ _______ ________ _________ DEDUCTIONS: Benefits paid to participants 741,794 148,585 125,325 - - 2,295,159 Administrative expenses 3,398 384 - - - 88,552 _________ __________ ________ _______ ________ __________ Total deductions 745,192 148,969 125,325 - - 2,383,711 _________ __________ _________ ________ ________ __________ NET ASSETS TRANSFERRED BETWEEN INVESTMENT FUNDS 5,052,129 (220,708) (124,352) 124,649 - - _________ __________ _________ ________ ________ _________ NET (DECREASE) INCREASE 5,276,753 3,108,665 (140,799) 138,891 66,559 10,651,297 NET ASSETS AVAILABLE FOR BENEFITS, beginning of year - 4,108,587 1,595,998 - 716,545 30,536,560 ___________ _________ _________ _______ ________ __________ NET ASSETS AVAILABLE FOR BENEFITS, end of year $5,276,753 $7,217,252 $1,455,199 $138,891 $783,104 $41,187,857 =========== ========== ========== ======== ======== =========== The accompanying notes are an integral part of this statement. <PAGE 5> POE & BROWN, INC. EMPLOYEES' SAVINGS PLAN AND TRUST NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1997 AND 1996 1.	PLAN DESCRIPTION: General The Poe & Brown, Inc. Employees' Savings Plan and Trust (the Plan), established effective January 1, 1985, and as amended and restated effective January 1, 1997, is a defined contribution plan under which substantially all employees who are at least age 18 and who have completed 30 continuous days of service are eligible to participate. The Plan is intended to assist Poe & Brown, Inc. and its subsidiaries (the Employer) in its efforts to attract and retain competent employees by enabling eligible employees to share in the profits of the Employer and to supplement retirement income. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974. Plan Amendment Effective January 1, 1997, the Board of Directors (Board) appointed Diversified Investment Advisors, Inc. (Diversified) as the recordkeeper of the Plan, and appointed Investors Bank and Trust Company of Boston, Massachusetts (Trustee), as Trustee of the Plan. In connection with the changes, new funds were offered to the participants and the plan document was amended and restated, effective January 1, 1997. Benefits Paid Benefits under the Plan are payable upon normal (after age 65) or early (after age 59-1/2) retirement, death, disability, severe financial hardship or termination of service and are based on the balance in the participant's account. Distributions of vested account balances will be made in the form of a single lump-sum payment or in some other optional form of payment, as defined in the Plan. Administration The Plan is administered by the 401(k) Plan Employee Benefits Administrative Committee (the Committee) which has been appointed by the Board of the Employer. Information about the plan agreement, such as provisions for allocations to participants' accounts, vesting, benefits and withdrawals, is contained in the Summary Plan Description. Copies of this document are available from the Committee. Administrative Expenses Substantially all administrative expenses are paid by the Plan. These expenses include recordkeeping, audit and trustee fees. <PAGE 6> Contributions Participants may elect to defer, subject to certain limitations, from 1 percent to 15 percent of annual compensation as contributions to the Plan. The Employer makes matching contributions to the Plan of 100 percent of each contributing participant's deferred contribution, but no more than 2.5 percent of each participant's salary. The Plan permits the Board of the Employer to authorize optional contributions allocated to participants based on salary. During each of the years ended December 31, 1997 and 1996, the Board authorized an optional profit sharing contribution of 1.5 percent of salary for all participants. Vesting Participants employed prior to October 1, 1996, are 100 percent vested in their entire account balance at all times. Participants employed on or after October 1, 1996, are immediately vested in their voluntary contributions plus actual earnings thereon. Vesting in the employer matching contributions and profit sharing contributions are based on years of credited service and are subject to the following vesting schedule: Years of Vested Credited Service Interest __________________ __________ 1 20% 2 40% 3 60% 4 80% 5 or more 100% Plan Termination Although it has not expressed any intent to do so, the Employer may terminate the Plan at any time, either wholly or partially, by notice in writing to the participants and the trustee. Upon termination, the rights of participants in their accounts will become 100 percent vested. The Employer may temporarily discontinue contributions to the Plan, either wholly or partially, without terminating the Plan. <PAGE 7> 2.	USE OF ESTIMATES AND SIGNIFICANT ACCOUNTING POLICIES: Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of additions to and deductions from the net assets available for plan benefits during the reporting period. Actual results could differ from those estimates. Basis of Accounting The accompanying financial statements of the Plan are presented on the accrual basis of accounting in accordance with generally accepted accounting principles. Valuation of Investments Diversified Investments -- The fair value of the participation units in Diversified investments (excluding the Diversified Stable Five Fund) is based on the quoted redemption value of the units from Diversified on the last business day of the year. Employer Common Stock - This investment consists of the Employer's common stock which is valued at the last reported sale price as reported on the National Market System by the National Association of Securities Dealers. Diversified Stable Five Fund -- As of December 31, 1997 and 1996, the contract value of the SEI Stable Asset Fund approximated its fair value. Charles Schwab & Co. Personal Choice Retirement Account -- As of December 31, 1997, the fair value of the participant's account is based on quoted market prices of the investments held. <PAGE 8> The fair value of individual investments that represent 5 percent or more of the Plan's net assets available for benefits as of December 31, 1997 and 1996, are summarized as follows: 1997 1996 SEI Balanced Fund $ - $5,810,917 SEI Capital Appreciation Fund - 7,766,467 SEI S&P 500 Index Fund - 1,773,025 SEI Small Cap Growth Fund - 3,236,914 SEI Stable Asset Fund - 4,631,820 Employer Common Stock 7,217,252 4,108,587 Diversified Stable Five Fund 5,276,753 - Diversified Balanced Fund 7,211,963 - Diversified Stock Index Fund 3,139,724 - Diversified Equity Value Fund 9,720,988 - Diversified Special Equity Fund 4,839,617 - Reclassifications Certain reclassifications have been made to the 1996 financial statements to conform to the 1997 presentation. 3.	INVESTMENT PROGRAMS: Fund Options As of December 31, 1996, contributions to the Plan are invested in one or more of eight separate investment fund options at the direction of each participant. The fund options at December 31, 1996, were (1) SEI Balanced Fund, (2) SEI Bond Index Fund, (3) SEI Capital Appreciation Fund, (4) SEI Core International Equity Fund, (5) SEI S&P 500 Index Fund, (6) SEI Small Cap Growth Fund, (7) SEI Stable Asset Fund and (8) Employer Common Stock. The balances in these funds were all transferred into the new investment fund options (discussed below) on January 3, 1997. The activity in these investments for the year ended December 31, 1997, is shown in the aggregate in the SEI Funds column on the accompanying statement of changes in net assets available for benefits. <PAGE 9> Effective January 1, 1997, and as of December 31, 1997, contributions to the Plan are invested in one or more of 11 separate investment fund options at the direction of each participant. The fund options are (1) Diversified Stable Five Fund, (2) Diversified Short Horizon Fund, (3) Diversified Government/Corporate Bond Fund, (4) Diversified Balanced Fund, (5) Diversified Stock Index Fund, (6) Diversified Aggressive Equity Fund, (7) Diversified Equity Value Fund, (8) Diversified Special Equity Fund, (9) Diversified International Equity Fund, (10) Diversified International/Long Horizon Fund and (11) Employer Common Stock. The Plan also allows its participants to invest in the Charles Schwab & Co. Personal Choice Retirement Account which allows each participant to self-direct their money into a full range of investment options including individual stocks and bonds as well as allowing access to over 800 mutual funds. In the accompanying statement of net assets available for benefits and statement of changes in net assets available for benefits for the year ended December 31, 1997, several investments are aggregated for presentation purposes. The Diversified Short Horizon fund and Diversified Balanced Fund are aggregated into the Balanced Funds; the Diversified Aggressive Equity Fund and the Diversified Equity Value Fund are aggregated into the Equity Funds, and the Diversified International Equity Fund and the Diversified International/Long Horizon Fund are aggregated into the International Funds. The Charles Schwab & Co. Personal Choice Retirement Account is presented as Self-directed Investments in the accompanying statement of net assets available for benefits and statement of changes in net assets available for benefits. The remaining options are shown individually in the accompanying statement of net assets available for benefits and changes in net assets available for benefits, but the word "Diversified" is omitted from the title for presentation purposes. Diversified Stable Five Fund Diversified manages a guaranteed pooled separate account of AUSA Life Insurance Company called the Stable Five Fund. The Plan's contract became effective for a twelve-month period beginning January 1, 1997. The crediting interest rate is effective for a twelve-month interest crediting period and is set annually. The crediting interest rate is determined based on (i) the projected market yield-to-maturity of the market value of assets, net of expenses, (ii) the timing and amounts of deposits, transfers and withdrawals expected to be made during the interest crediting period, and (iii) the amortization of the difference between the fair value of Pooled Account No. 24 and the balance of the Stable Five Fund. The crediting interest rate for this Diversified account for the year ended December 31, 1997, is 7 percent. The average yield for this Diversified account was 6.52 percent. Investment Income and Expenses Each participant's account shall be allocated the investment income and expenses of each fund based on the value of each participant's account invested in each fund, in proportion to the total value of all accounts in each fund, taking into account any contributions to or distributions from the participant's account. General expenses of the Plan not attributable to any particular fund shall be allocated among participants' accounts in proportion to the value of each account, taking into consideration the participant's contributions and distributions. Participant Loans A participant may, with the approval of the Committee, borrow from his own account a minimum of $1,000, up to a maximum equal to the lesser of $50,000 or 50 percent of the participant's vested account balance. Participants may not have more than two loans outstanding at any time. Loans, which are <PAGE 10> repayable monthly over periods generally up to five years, are collateralized by notes and by a security interest in the borrower's vested account balance. The loans bear interest at the rate of prime plus 1 percent, determined at the time the loan is approved. 4.	PARTY-IN-INTEREST TRANSACTIONS: All of the Plan's Diversified investments are managed by the recordkeeper, a party-in-interest. 5.	FEDERAL INCOME TAX STATUS: The Plan obtained its latest determination letter on February 26, 1996, in which the Internal Revenue Service stated that the Plan was in compliance with the applicable sections of the Internal Revenue Code (IRC). The Plan has been amended and restated since receiving the determination letter. However, the Plan's management believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC. 6. SUPPLEMENTAL SCHEDULES: The following supplemental schedules of assets held for investment and reportable transactions are included as required schedules under ERISA. <PAGE 11> SCHEDULE I Page 1 of 2 POE & BROWN, INC. EMPLOYEES' SAVINGS PLAN AND TRUST SCHEDULE OF ASSETS HELD FOR INVESTMENT AS OF DECEMBER 31, 1997 Identity and Description of Issues Cost Fair Value _______________________________________________ ___________ __________ Money Market Fund: Schwab Money Market Fund $ 3,598 $ 3,598 Mutual Funds: Invesco Strat Health Fund 5,784 5,094 Janus Worldwide Fund 14,831 14,366 Oakmark Fund - Harris 6,368 6,636 Schwab S&P 500 Investment Shares 3,030 3,536 Pooled Separate Account: Diversified Stable Five Fund - Pooled Account of the AUSA Life Insurance Company, Inc.* 5,276,753 5,276,753 Common/Collective Trusts: Diversified Short Horizon Fund* 19 19 Diversified Government/Corporate Bond Fund* 211,812 222,869 Diversified Balanced Fund* 6,197,432 7,211,963 Diversified Stock Index Fund* 2,529,715 3,139,724 Diversified Aggressive Equity Fund* 129,126 114,225 Diversified Equity Value Fund* 8,165,897 9,720,988 Diversified Special Equity Fund* 3,909,821 4,839,617 Diversified International Equity Fund* 1,021,336 1,059,352 Diversified International/Long Horizon Fund* 7,085 7,901 Corporate Common Stocks: Employer Common Stock 3,264,918 7,217,252 Intel Corporation 15,122 14,050 American International Group, Inc. 6,671 8,172 Chrysler Corporation 16,444 17,594 Compaq Computer Corporation 5,155 7,063 International Business Machines 1,574 1,779 Microsoft Corporation 4,836 6,463 Rowan Companies, Inc. 14,726 12,200 Stein Mart, Inc. 8,443 8,186 Three Com Corporation 1,574 1,045 Interest in Registered Investment Companies: Invesco Strat Financial 5,722 5,839 Janus Overseas Fund 7,748 7,419 Oakmark Select Fund 5,058 6,139 Scudder Growth & Income 5,420 5,415 Vanguard Primecap Fund 4,428 4,297 Participant loans (bearing interest at rates ranging between 7 percent and 11.5 percent) 1,455,199 1,455,199 __________ $40,404,753 *Managed by the recordkeeper, a party-in-interest (Note 4). The preceding notes are an integral part of this schedule. <PAGE 13> SCHEDULE II POE & BROWN, INC. EMPLOYEES' SAVINGS PLAN AND TRUST SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1997 Detail of A series of transactions Acquisitions Detail of Dispositions in excess of 5% of beginning ____________ ________________________________ plan assets Cost Cost Proceeds Gain/Loss ___________________________ ____________ ________ _________ _________ SEI Balanced Fund* $ 47,630 $5,982,007 $5,783,328 $(198,679) SEI Capital Appreciation Fund* 31,910 8,436,251 7,701,025 (735,226) SEI S&P 500 Index Fund* 8,117 1,630,845 1,765,609 134,764 SEI Small Cap Growth Fund* - 3,457,128 3,177,903 (279,225) SEI Prime Obligation Fund* 19,309,084 19,318,088 19,318,088 - SEI Stable Asset Fund* 25,905 4,657,725 4,657,725 - Diversified Stable Five Fund - Pooled Account of the AUSA Life Insurance Company, Inc.* 6,459,795 1,183,042 1,183,042 - Diversified Balanced Fund* 7,108,784 911,352 996,516 85,164 Diversified Stock Index Fund* 2,719,747 190,032 215,751 25,719 Diversified Equity Value Fund* 9,104,460 938,563 1,055,595 117,032 Diversified Special Equity Fund*4,740,023 830,602 951,778 121,176 A single transaction in excess of 5% of beginning plan assets _________________________________ SEI Balanced Fund* - 5,934,376 5,734,709 (199,667) SEI Capital Appreciation Fund* - 8,404,341 7,699,116 (705,225) SEI S&P 500 Index Fund* - 1,622,727 1,757,242 134,515 SEI Small Cap Growth Fund* - 3,457,128 3,177,913 (279,215) SEI Prime Obligation Fund* 19,212,265 19,221,730 19,221,730 - SEI Stable Asset Fund* - 4,631,820 4,631,820 - Diversified Stable Five Fund - Pooled Account of the AUSA Life Insurance Company, Inc.* 4,656,127 - - - Diversified Balanced Fund* 5,784,124 - - - Diversified Stock Index Fund* 1,765,840 - - - Diversified Equity Value Fund* 7,703,288 - - - Diversified Special Equity Fund* 3,178,918 - - - *Managed by the recordkeeper, a party-in-interest (Note 4). The preceding notes are an integral part of this schedule. <PAGE 14> Pursuant to the requirements of the Securities Exchange Act of 1934, the Trustee and other persons who administer the Plan have duly caused this annual report to be signed by the undersigned thereunto duly authorized. POE & BROWN, INC. EMPLOYEES' SAVINGS PLAN AND TRUST BY: POE & BROWN, INC. By:		/S/ JAMES L. OLIVIER				 _______________________________ James L. Olivier Vice President <PAGE 15> CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS As independent certified public accountants, we hereby consent to the incorporation by reference of our report included in this Form 11-K, into the Company's previously filed Registration Statement File No. 33-1900, dated November 27, 1985, as amended by Post Effective Amendment No. 1 dated December 2, 1992. 							\s\ARTHUR ANDERSEN LLP Tampa, Florida, June 23, 1998