Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  SCOTT CHRISTOPHER L
2. Date of Event Requiring Statement (Month/Day/Year)
05/03/2006
3. Issuer Name and Ticker or Trading Symbol
WINN DIXIE STORES INC [WNDXQ]
(Last)
(First)
(Middle)
5050 EDGEWOOD COURT
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
GVP - Logistics & Distribution
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

JACKSONVILLE, FL 32254
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 297
D
 
Common Stock (1) 15,895
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Key Employee Stock Option Plan   (2) 01/15/2008 Common Stock 337 $ 14.37 D  
Key Employee Stock Option Plan   (2) 01/15/2010 Common Stock 701 $ 15.19 D  
Key Employee Stock Option Plan   (3) 02/21/2010 Common Stock 3,320 $ 10.09 D  
Key Employee Stock Option Plan   (4) 01/01/2011 Common Stock 5,101 $ 7.32 D  
Key Employee Stock Option Plan   (4) 04/04/2011 Common Stock 21,953 $ 3.74 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SCOTT CHRISTOPHER L
5050 EDGEWOOD COURT
JACKSONVILLE, FL 32254
      GVP - Logistics & Distribution  

Signatures

/s/Christopher L. Scott by: Winn-Dixie Stores, Inc., Larry B. Appel, Corporate Secretary, Attorney-in-Fact 05/15/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Restricted shares awarded under Winn-Dixie Stores, Inc. Officer Compensation Program, subject to forfeiture.
(2) All are now exercisable.
(3) Exercisable upon a change in control of Winn-Dixie Stores, Inc. or one-third (1/3) of the option is exercisable on each anniversary date of the grant for 3 consecutive years, beginning 8/21/2004.
(4) Exercisable upon a change in control of Winn-Dixie Stores, Inc. or one-third (1/3) of the option is exercisable on each anniversary date of the grant for 3 consecutive years, beginning 7/1/2005.

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