Exhibit 10.2

                           PUBLIX SUPER MARKETS, INC.

                              Incentive Bonus Plan

Purpose
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The purpose of the Company's  incentive bonus plan is to provide an incentive in
the form of an annual cash bonus to all  executive  officers  and certain  staff
employees of the Company for achieving the Company's sales and profit goals.

Approval
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The  incentive  bonus  plan is  approved  by the  Compensation  Committee  as to
executive  officers and by the  Executive  Committee as to the staff  employees.
Although the Company has a defined method for calculating  the incentive  bonus,
these Committees retain the right to alter or discontinue the incentive bonus at
their discretion at any time for the employees within their approval authority.

Eligibility and Payment
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The incentive bonus  compensates the executive  officers and staff employees for
their  services  during the calendar year and the employees  must be employed at
the end of the calendar year to participate in the incentive  bonus.  The annual
bonuses are paid in the year following the year earned.

Incentive Bonus Calculation
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The  Company's  incentive  bonus  plan is based on a target  bonus  equal to two
months pay for all full incentive  bonus  participants  (participants  generally
transition  in to the incentive  bonus over a two year period).  The formula for
the incentive bonus plan is based on the Company  achieving its sales and profit
goals for the fiscal year and thus paying the target bonus.  The incentive bonus
would be more or less  than the  target  bonus  based  on the  Company's  actual
results  compared to its sales and profit  goals.  There is no  incentive  bonus
unless greater than 80% of the target profit is achieved.

In general,  the incentive bonus pool is allocated to the executive officers and
staff employees  according to their relative base  compensation  amounts paid to
them during the calendar year for which the incentive bonus is being paid.