SECURITIES AND EXCHANGE COMMISSION

                                 WASHINGTON, D.C.  20549

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                                                FORM 8-K

                                        CURRENT REPORT

                              Pursuant to Section 13 or 15(d) of the
                                  Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  August 1, 2012

                    PATRIOT TRANSPORTATION HOLDING, INC.
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                      (Exact name of registrant as specified in its charter)


      FLORIDA
0-17554
59-2924957
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(State or other                 (Commission          (I.R.S. Employer
jurisdiction                       File Number)        Identification No.)
of incorporation)


200 W. Forsyth Street
7th Floor
Jacksonville, Florida

                                                   32202

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(Address of principal executive offices)	      (Zip Code)

Registrant's telephone number, including area code:  (904) 396-5733

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

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions (see General Instruction A.2. below):

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

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



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

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



                     CURRENT REPORT ON FORM 8-K

            PATRIOT TRANSPORTATION HOLDING, INC.

                                      August 1, 2012


ITEM 2.02. DISCLOSURE OF RESULTS OF OPERATIONS AND
FINANCIAL CONDITION

	On August 1, 2012, Patriot Transportation Holdings, Inc. (the
"Company") issued a press release announcing its earnings for the third
quarter of fiscal 2012. A copy of the press release is furnished as Exhibit
99.1.

	The information in this report (including the exhibit) shall not be
deemed to be "filed" for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the
liability of that section, and shall not be incorporated by reference into any
registration statement or other document filed under the Securities Act of
1933, as amended, or the Exchange Act, except as shall be expressly set
 forth by specific reference in such filing.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS

	(c)	Exhibits.

	99.1	Press Release dated August 1, 2012.



                                       SIGNATURES

	Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this Current Report to be signed
on its behalf by the undersigned thereunto duly authorized.

    	                        PATRIOT TRANSPORTATION HOLDING, INC.


Date:  August 1, 2012	      By:  /s/ John D. Milton, Jr.

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		     John D. Milton, Jr.
		     Vice President, and Chief Financial Officer




                                  EXHIBIT INDEX


Exhibit No.
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99.1	Press Release dated August 1, 2012 issued by Patriot Transportation
                  Holdings, Inc.