SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* RUMMELL PETER S (Last) (First) (Middle) 245 RIVERSIDE AVENUE (Street) JACKSONVILLE FL 32202 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol ST JOE CO [ JOE ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) Chairman & CEO
	3. Date of Earliest Transaction (Month/Day/Year) 02/01/2005
	4. If Amendment, Date of Original Filed (Month/Day/Year) 02/02/2005	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/01/2005		S		1,500	D	$68.8	1,354,374(1)	D
Common Stock	02/01/2005		S		500	D	$68.82	1,353,874(1)	D
Common Stock	02/01/2005		S		200	D	$68.83	1,353,674(1)	D
Common Stock	02/01/2005		S		100	D	$68.84	1,353,574(1)	D
Common Stock	02/01/2005		S		2,200	D	$68.85	1,351,374(1)	D
Common Stock	02/01/2005		S		1,000	D	$68.86	1,350,374(1)	D
Common Stock	02/01/2005		S		1,700	D	$68.87	1,348,674(1)	D
Common Stock	02/01/2005		S		3,100	D	$68.89	1,345,574(1)	D
Common Stock	02/01/2005		S		1,000	D	$68.9	1,344,574(1)	D
Common Stock	02/01/2005		S		200	D	$68.93	1,344,374(1)	D
Common Stock	02/01/2005		S		300	D	$68.94	1,344,074(1)	D
Common Stock	02/01/2005		S		4,200	D	$69	1,339,874(1)	D
Common Stock	02/01/2005		S		500	D	$69.02	1,339,374(1)	D
Common Stock	02/01/2005		S		200	D	$69.03	1,339,174(1)	D
Common Stock	02/01/2005		S		1,500	D	$69.04	1,337,674(1)	D
Common Stock	02/01/2005		S		1,400	D	$69.05	1,336,274(1)	D
Common Stock	02/01/2005		S		100	D	$69.06	1,336,174(1)	D
Common Stock	02/01/2005		S		100	D	$69.07	1,336,074(1)	D
Common Stock	02/01/2005		S		200	D	$69.08	1,335,874(1)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The purpose of this Amendment is to correct an error in the calculation of the amount of securities beneficially owned following the reported transactions.

Remarks:

	/s/ Reece B. Alford, by power of attorney	03/07/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

 Know all by these presents, that the undersigned hereby constitutes and
appoints each of Christine M. Marx and Reece B. Alford, signing singly, the
undersigned's true and lawful attorney-in-fact to:

1.	execute for and
on behalf of the undersigned, in the undersigned's capacity as an officer
and/or director of The St. Joe Company (the "Company"), Forms 3, 4, and 5
in accordance with Section 16(a) of the Securities Exchange Act of 1934 and
the rules thereunder, and any other forms or reports the undersigned may be
required to file in connection with the undersigned's ownership,
acquisition, or disposition of securities of the Company;

2.	do and
perform any and all acts for and on behalf of the undersigned which may be
necessary or desirable to complete and execute any such Form 3, 4, or 5, or
other form or report, and timely file such form or report with the United
States Securities and Exchange Commission and any stock exchange or similar
authority; and

3.	take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of such
attorney-in-fact, may be of benefit to, in the best interest of, or legally
required by, the undersigned, it being understood that the documents
executed by such attorney-in-fact on behalf of the undersigned pursuant to
this Power of Attorney shall be in such form and shall contain such terms
and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

The undersigned hereby grants to each
such attorney-in-fact full power and authority to do and perform any and
every act and thing whatsoever requisite, necessary, or proper to be done
in the exercise of any of the rights and powers herein granted, as fully to
all intents and purposes as the undersigned might or could do if personally
present, with full power of substitution or revocation, hereby ratifying
and confirming all that such attorney-in-fact, or such attorney-in-fact's
substitute or substitutes, shall lawfully do or cause to be done by the
virtue of this power of attorney and the rights and powers herein granted.
The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not
assuming, nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities Exchange Act
of 1934.

This Power of Attorney shall remain in full force and effect
until the undersigned is no longer required to file Forms 3, 4, and 5 with
respect to the undersigned's holdings of and transactions in securities
issued by the Company, unless earlier revoked by the undersigned in a
signed writing delivered to the foregoing attorneys-in-fact.

IN
WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 22nd day of February, 2005.

					 /s/ Peter S.
Rummell
						Signature

					Peter S. Rummell
						   Print Name