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                                 FORM 10-Q/A
                               AMENDMENT NO. 1
    

                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549

[ X ]    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934
For the quarter period ended September 30, 1995.
                                     or

[   ]    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934
For the transition period from         to         Commission file number 0-7201.
                               --------   --------



                              POE & BROWN, INC.
           ------------------------------------------------------
           (Exact name of Registrant as specified in its charter)


              FLORIDA                                         59-0864469      
    ---------------------------------            -------------------------------
    (State or other jurisdiction of              (I.R.S. Employer Identification
    Incorporation or organization)                            Number)       
    
    220 S. RIDGEWOOD AVE., DAYTONA BEACH, FL                  32114            
    ----------------------------------------     -------------------------------
    (Address of principal executive offices)                (Zip Code)



     Registrant's telephone number, including area code:  (904) 252-9601



Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months, and (2) has been subject to such filing
requirements for the past ninety (90) days.    Yes  X    No 
                                                   ---      ---
   
The number of shares of the Registrant's common stock, $.10 par value,
outstanding as of November 1, 1995, was 8,681,509.
    

                              POE & BROWN, INC.
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                              POE & BROWN, INC.

                         PART II - OTHER INFORMATION

      ITEM 1 - LEGAL PROCEEDINGS

      The Company is involved in various pending or threatened proceedings by
or against the Company or one or more of its subsidiaries which involve routine
litigation relating to insurance risks placed by the Company and other
contractual matters.  The Company's management does not believe that any of
such pending or threatened proceedings will have a material adverse effect on
the consolidated financial position or results of operations of the Company.

      ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

      (a)   Exhibits -  Exhibit 11 -  Statement re:  Computation of Per Share
                        Earnings - previously filed
                        Exhibit 27 - Financial Data Schedule (for SEC
                        use only) - previously filed

      (b)   There were no reports filed on Form 8-K during the quarter ended
            September 30, 1995.

      SIGNATURES

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




                                 POE & BROWN, INC.



   
Date:  November 6, 1995          /s/ James A. Orchard                
                                 -----------------------------------------------
    
                                 JAMES A. ORCHARD
                                 TREASURER AND CHIEF FINANCIAL OFFICER
                                      (duly authorized officer and principal
                                      financial officer and principal accounting
                                      officer)





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