FORM 10-K

                    SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.  20549

(Mark One)

   [X]    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
          SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]

For the fiscal year ended January 26, 1996

                                    OR

   [ ]    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
          SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the transition period from ________________to_________________

Commission File No.  001-08772

                           HUGHES SUPPLY, INC.

          (Exact name of registrant as specified in its charter)

Incorporated in the State                    I.R.S. Employer I.D.
     of Florida                              Number 59-0559446

                           Post Office Box 2273
                    20 North Orange Avenue, Suite 200
                          Orlando, Florida 32802
                 (Address of principal executive office)

Registrant's Telephone Number, including area code:  407/841-4755

    Securities registered pursuant to Section 12(b) of the Act:

                                             Name of each exchange
    Title of each class                      on which registered

Common Stock ($1.00 Par Value)               New York Stock Exchange 

    Securities registered pursuant to Section 12(g) of the Act:

                      Common Stock ($1.00 Par Value)



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 (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
          YES [X]                       NO [ ]


Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained,
to the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K.   [X]

State the aggregate market value of the voting stock held by non-affiliates
of the Registrant:  $159,695,000 as of March 5, 1996.

Indicate the number of shares outstanding of each of the Registrant's
classes of common stock, as of the latest practicable date:  6,807,534
shares of common stock ($1.00 par value) as of March 5, 1996.

                   DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents if incorporated by reference and the
Part of the Form 10-K into which the document is incorporated:

     Part I  -      Annual Report to shareholders for fiscal
                    year ended January 26, 1996 (designated portions).

     Part II -      Annual Report to shareholders for fiscal
                    year ended January 26, 1996 (designated portions).

     Part III-      Proxy Statement for the 1996 Annual 
                    Meeting of Shareholders (designated
                    portions).

     Part IV -      Annual Report to shareholders for fiscal
                    year ended January 26, 1996 (designated portions).



                                  PART I

ITEM 1.  BUSINESS

     (a)  General Development of Business

     Hughes Supply, Inc. (the "Registrant") was founded as a general
partnership in Orlando, Florida in 1928.  The Registrant was incorporated
as a Florida corporation in 1947.  As used throughout this Report, the term
"Registrant" shall be deemed to mean the Registrant and its subsidiaries,
except where the context otherwise indicates.

     The Registrant is primarily engaged in the wholesale distribution of
a broad range of materials, equipment and supplies to the construction
industry.  Major product lines distributed by the Registrant include
electrical, plumbing and electric utility equipment; building materials;
pool equipment and supplies; water and sewer products; air conditioning and
heating equipment and supplies; water systems and industrial pipe, valves
and fittings.

     The Registrant distributes its product lines through 213 wholesale
outlets located in Florida, 13 other states and Puerto Rico.  The following
table presents the distribution of the Registrant's wholesale outlets.

          State, Territory                   Number of Locations

          Florida                            72
          Georgia                            31
          North Carolina                     25
          South Carolina                     17
          Ohio                               14
          Alabama                            12
          Mississippi                        11
          Tennessee                          11
          Virginia                            5
          Indiana                             4
          Kentucky                            4
          Pennsylvania                        3
          Maryland                            2
          New Jersey                          1
          Puerto Rico                         1

A current listing of the locations of the wholesale outlets and distribution
centers of the Registrant is set forth as Exhibit 99.1 to this Report.

     The principal executive offices of the Registrant are located at 20
North Orange Avenue, Suite 200, Orlando, Florida 32801 (telephone 407-841-4755).



                                   I-1

     (b)  Financial Information About Industry Segments

     The Registrant does not engage in significant operations in  more than
one industry segment as defined in Statement of Financial Standards No. 14.

     (c)  Narrative Description of Business

     Products Distributed

     The products sold by the Registrant may be classified into the
following major product lines:

     Electrical - electrical supplies, including wire, cable, cords, boxes,
covers, wiring devices, conduit, raceway duct, safety switches, motor
controls, breakers, panels, fuses and related supplies and accessories,
residential, commercial and industrial electrical fixtures and other special
use fixtures.

     Plumbing - plumbing fixtures and related fittings, residential,
commercial and industrial water heaters,  and plumbing accessories and
supplies.

     Electric utility - transformers, conductor cable, insulators,
prestressed concrete transmission and distribution poles, and other electric
utility supplies and related hardware, accessories and tools.

     Building materials - reinforcing wire, reinforcing steel, plyform,
lumber, concrete chemicals, concrete forming accessories, road and bridge
products, masonry  accessories and other building materials, hand tools,
power tools and equipment for all mechanical and building trades.

     Pool equipment and supplies - above ground and in ground pool packages,
pumps, filters, heaters, lights, slides, diving boards, skimmers, drains,
chemicals, solar equipment, pool liners and in ground pool walls, above
ground pools and equipment, deck products and cleaning equipment. 

     Water and sewer - water works and industrial supplies, including large
diameter plastic (PVC) and ductile iron pipe, fire hydrants, water meters,
backflow prevention devices, valves and related hardware and accessories.

     Air conditioning and heating - air conditioning and heating equipment,
furnaces, heaters, heat pumps, condensing units, duct, pipe, fittings,
registers, grills, freon, insulation and other refrigeration equipment,
supplies and service parts.

     Water systems - jet and submersible pumps and tanks, residential and
commercial water treatment, well liner, wire, poly pipe, accessories and
environmental products.

     Industrial pipe, valves and fittings - mechanical and weld pipe, valves
and related fittings, fire protection systems and supplies, high performance
valves and specialty pipe.



                                   I-2
     
     Marketing

     In recent years the Registrant's marketing plan has led to the
expansion of the geographic markets served by the Registrant.  The following
table illustrates the expansion achieved through acquisitions over the last
five fiscal years.


<TABLE>
<CAPTION>                                                                       State(s)/
                              Method of        Date of           Number of      Territory  of     Company's Major
     Acquired Company         Acquisition      Acquisition       Locations      Operation         Product Lines                

     <S>                      <C>              <C>                  <C>         <C>               <C>
     Virginia branch (1)      Purchase         June, 1993            1          VA                Plumbing 

     Georgia and Florida      Purchase         June, 1993            3          GA                Electrical and electric
     branches (2)                                                    1          FL                utility 

     Electrical               Pooling          June, 1993            1          GA                Electrical
     Distributors, Inc.

     Alabama Water Works      Purchase         July, 1993            2          AL                Water and sewer
     Supply, Inc.                                                

     Florida branches (3)     Purchase         December, 1993        2          FL                Building materials

     Swaim Supply             Pooling          January, 1994         6          NC                Plumbing, air conditioning 
     Company, Inc.                                                   2          VA                and heating

     Florida and Georgia      Purchases        February-             2          FL                Water and sewer, plumbing and
     branches (4)                              September, 1994       2          GA                electrical

     Treaty Distribution      Purchase         January, 1995        12          OH                Plumbing, water and sewer and
     Group branches (5)                                              4          IN                heating and air conditioning

     Olander & Brophy, Inc.   Purchase         March, 1995           3          PA                Pool equipment and water
                                                                     1          OH                systems

     Port City Electrical     Purchase         March, 1995           2          GA                Electrical
     Supply, Inc.                                                    1          SC

     Elec-Tel Supply          Purchase         April, 1995           1          GA                Electric utility
     Company

     Various branches (6)     Purchase         July, 1995-          10          FL,AL,NJ,KY,      Electrical, pool equipment
                                               February, 1996                   TN,SC,VA,MD       and plumbing

     Moore Electric           Pooling          August, 1995          5          NC, SC            Electrical
     Supply, Inc.

     Atlantic Pump &          Purchase         September, 1995       3          FL, PR            Pool  equipment
     Equip. Companies

     Florida Pipe &           Pooling          December, 1995        1          FL                Industrial pipe, valves
     Supply Company                                                                               and fittings


          (1)  Facility in Falls Church, Virginia acquired in purchase of assets from
               Capitol Hydronic Supply Company, Inc.  Sales outlet relocated to
               Arlington, Virginia.
          (2)  Facilities acquired in Macon, Georgia and Tallahassee, Florida in 
               purchase of assets from Causey Electrical Supply Company, Causey
               Utility Supply Co. and Macon Lighting Center, Inc.
          (3)  Facilities acquired in purchase of assets from Hausman Corporation.
          (4)  Facilities acquired in purchases of assets from four entities.
          (5)  Facilities acquired in purchase from The Treaty Company of the
               assets of its operating division, The Treaty Distribution Group.
          (6)  Facilities acquired in purchases of assets from four entities.
</TABLE>
     


                                   I-3
     
     In addition to expansion through acquisition, the Registrant has
increased its geographic market area by opening new sales outlets in
Jacksonville, Daytona Beach, Kissimmee, Lady Lake, Ft. Myers, West Palm
Beach, Naples, Auburndale, Tampa and Perry, Florida, in Augusta, Austell,
Tifton, Hartsfield, Alpharetta, LaGrange and McDonough, Georgia, in Troy,
Elizabeth City and Greensboro, North Carolina, in Birmingham, Dothan and
Mobile, Alabama, in Nashville, Tennessee, in Fairfield, Ohio, in Louisville,
Kentucky and in Anderson and Bluffton, South Carolina during the past five
years.

     Each of the Registrant's sales outlets handles one or more of the
Registrant's product lines.  Sales are made primarily to contractors,
subcontractors, electric utilities, municipalities and industrial accounts. 
The Registrant employs approximately 400 outside sales representatives who
call on customers and who also work with architects, engineers and
manufacturers' representatives when major construction projects are
involved.  Approximately 550 inside account executives  expedite orders,
deliveries, quotations, and requests for pricing.  Most orders are taken by
telephone, and materials are delivered by Registrant-owned trucks to the
customer's office or job site.

     The Registrant's wholesale outlets are sales and distribution points
for the products sold by the Registrant.  Each sales outlet operates as a
separate profit center with its own sales force.  Each is managed by its own
manager, who is directly responsible for customer relations, the hiring and
promotion of personnel, purchasing, sales, the maintenance of adequate
inventory levels and cost control for the particular sales outlet.

     Day to day operations of the sales outlets are the responsibility of
the respective managers, but major decisions affecting Registrant policy,
facilities or capital outlay are reviewed by the Registrant's executive
officers.  Purchasing agents generally make use of a computerized perpetual
inventory system to monitor stock levels, while central distribution centers
in Orlando, Florida, College Park, Georgia, Monroe, North Carolina,
Henderson, North Carolina , Greenville, Ohio and Nashville, Tennessee
provide purchasing and distribution assistance.  The Registrant's general
accounting, customer billing, inventory, and accounts payable systems are
for the most part processed at the Registrant's central computer facility
in Orlando, Florida.

     More than 50,000 wholesale customers are presently served by the
Registrant, and no single customer accounts for more than 1% of total sales
annually.  Orders for larger construction projects normally require long-term 
delivery schedules throughout the period of construction, which in some
cases may continue for several years.  The substantial majority of customer
orders are shipped out of inventory on hand.  Some items are manufactured
to customer specifications and require special ordering.  Additionally, some
large volume orders are shipped directly to the customer from the
manufacturer.

     Sources of Supply

     All products sold by the Registrant are purchased from other
manufacturers and suppliers.  The Registrant regularly purchases from over
5,500 manufacturers and suppliers, no single one of which accounted for more
than 6% of the Registrant's total purchases during the fiscal year ended
January 26, 1996.



                                   I-4
     
     Inventories

     The Registrant is a wholesale distributor of construction materials and
maintains significant inventories to meet rapid delivery requirements and
to assure itself of a continuous allotment of goods from suppliers.  As of
January 26, 1996, inventories constituted approximately 35% of the
Registrant's total assets.


     Competition

     There is strong competition throughout the marketing areas served by
the Registrant in each product line the Registrant distributes.  The main
sources of competition are other wholesalers, manufacturers who sell certain
lines directly to contractors and, to a limited extent, retailers in the
markets for plumbing, electrical fixtures and supplies, building materials,
pool supplies and contractor's tools.  Management believes that the
Registrant, on the basis of its total sales, is the largest wholesale
distributor of its range of products in the southeastern and midwestern
sections of the United States.  The principal competitive factors in the
Registrant's business are availability of material, technical product
knowledge as to application and usage, advisory and other service
capabilities and pricing of products.


     Employees

     The Registrant had a total of approximately 3,350 employees as of
January 26, 1996, consisting of approximately 15 executives, 550 managers,
950 sales personnel and 1,835 other employees, including truck drivers,
warehouse personnel, office and clerical workers.  The Registrant's work
force has increased by approximately 20% compared to the prior year in
response to increased sales volume as well as the result of business
acquisitions during the current year.

     (d)  Financial Information about Foreign and Domestic Operations and
          Export Sales

     The Registrant does not engage in material operations or derive a
material portion of its sales or revenues from customers in foreign
countries.

ITEM 2.  PROPERTIES

     The Registrant leases approximately 31,000 square feet of an office
building in Orlando, Florida for its headquarters.  In addition, the
Registrant owns or leases 213 sales outlets in 14 states and Puerto Rico. 
The typical sales outlet consists of a combined office and warehouse
facility ranging in size from 3,000 to 40,000 square feet, with a paved
parking and storage area.  The Registrant also operates a computer center,
six central distribution warehouses, and a garage and trucking terminal.

     Additional information regarding owned and leased properties of the
Registrant is set forth as Exhibit 99.1 to this Report and in Note 7 of the
Notes to Consolidated Financial Statements of the Annual Report to
shareholders for the fiscal year ended January 26, 1996, a copy of which is
filed as an exhibit to this Report and the cited portion of which is
incorporated herein by reference.



                                   I-5

ITEM 3.  LEGAL PROCEEDINGS

     There are no material pending legal proceedings to which the Registrant
or its subsidiaries is a party or of which the property of either the
Registrant or its subsidiaries is the subject which are required to be
reported in response to this item.


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     No matter was submitted to a vote of the Registrant's security holders
during the fourth quarter of the fiscal year ended January 26, 1996.



                                   I-6
                                 
                                 PART II


ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
         MATTERS

     Information with respect to the principal market for the Registrant's
common stock, stock prices and dividend information is set forth under the
captions "Corporate and Shareholder Information" and "Market Price and
Dividend Data" of the Annual Report to shareholders for the fiscal year
ended January 26, 1996, a copy of which is filed as an exhibit to this
Report and the cited portion of which is incorporated herein by reference.


ITEM 6.  SELECTED FINANCIAL DATA

     Information with respect to selected financial data of the Registrant
is set forth under the caption "Selected Financial Data" of the Registrant's
Annual Report to shareholders for the fiscal year ended January 26, 1996,
a copy of which is filed as an exhibit to this Report and the cited portion
of which is incorporated herein by reference.


ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
         AND RESULTS OF OPERATIONS

     Information with respect to the Registrant's financial condition,
changes in financial condition and results of operations is set forth under
the caption "Management's Discussion and Analysis of Financial Condition and
Results of Operations" of the Registrant's Annual Report to shareholders for
the fiscal year ended January 26, 1996, a copy of which is filed as an
exhibit to this Report and the cited portion of which is incorporated herein
by reference.


ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

     (a)  Financial Statements

     The financial statements filed with this Report are set forth in the
"Index to Consolidated Financial Statements and Schedules" following Part
IV hereof.

     (b)  Selected Quarterly Financial Data

     Information with respect to selected quarterly financial data of the
Registrant is set forth under the caption "Selected Quarterly Financial
Data" of the Registrant's Annual Report to shareholders for the fiscal year
ended January 26, 1996, a copy of which is filed as an exhibit to this
Report and the cited portion of which is incorporated herein by reference.



                                   II-1

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING 
         AND FINANCIAL DISCLOSURE

 On May 24, 1994, the Board of Directors of the Registrant appointed
 Price Waterhouse LLP as auditors for the three fiscal year period
 commencing with the Registrant's fiscal year ending January 27, 1995. 
 The term of engagement of the Registrant's previous auditors, the firm
 of Coopers & Lybrand, expired at the conclusion of the fiscal year
 ended January 28, 1994.  Price Waterhouse LLP was selected by the
 Board upon the recommendation of the Audit Committee following
 consideration of proposals submitted at the Committee's request by a
 number of independent accounting firms including, among others,
 Coopers & Lybrand and Price Waterhouse LLP.

 (a)  Previous independent accountants.

      (i)    The former accountants, Coopers & Lybrand, were not
             reappointed by the Registrant following the expiration of
             their term of engagement.

      (ii)   The report of Coopers & Lybrand on the financial statements
             for the fiscal year ended January 28, 1994 contained no
             adverse opinion or disclaimer of opinion and was not
             qualified or modified as to uncertainty, audit scope or
             accounting principle.

      (iii)  The Registrant's  Board of Directors approved the
             change of independent accountants upon the
             recommendation of the Audit Committee.

      (iv)   In connection with its audit for the fiscal year ended
             January 28, 1994 and through May 24, 1994, there were no
             disagreements with Coopers & Lybrand on any matter of
             accounting principles or practices, financial statement
             disclosure, or auditing scope or procedure, which
             disagreements if not resolved to the satisfaction of Coopers
             & Lybrand would have caused them to make reference thereto
             in their report on the financial statements for such year.

      (v)    During fiscal year ended January 28, 1994 and through May
             24, 1994, there were no reportable events as defined in
             Regulation S-K Item 304(a)(1)(v).

      (vi)   The Registrant requested and received a letter from Coopers
             & Lybrand addressed to the Securities and Exchange
             Commission stating that it agreed with the above statements. 
             A copy of such letter, dated May 31, 1994, is filed as
             Exhibit 16.1 to Form 8-K dated May 24, 1994.
            


                                   II-2

 (b)  New independent accountants.

      (i)    The Registrant engaged Price Waterhouse LLP as its new
             independent accountants as of May 24, 1994.  During the
             fiscal year ended January 28, 1994 and through May 24, 1994,
             the Registrant has not consulted with Price Waterhouse LLP
             on items which (1) were or should have been subject to SAS
             50 or (2) concerned the subject matter of a disagreement or
             reportable event with the former auditor (as described in
             Regulation S-K Item 304(a)(2)).



                                   II-3

                                 PART III


ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

     (a)  Identification of Directors

     Information with respect to directors of the Registrant will be  set
forth under the captions "Directors and Nominees for Election as Directors
of the Company" and "Family Relationships Between Certain Directors" in the
Registrant's Proxy Statement for the 1996 Annual Meeting of Shareholders 
to be filed with the Commission under Regulation 14A (the "1996 Proxy
Statement").  The cited portions of the 1996 Proxy Statement are
incorporated herein by reference.

     (b)  Identification of Executive Officers

     Information with respect to executive officers of the Registrant will
be set forth under the caption "Executive Officers" and, with respect to
executive officers who are also directors will also be set forth under the
captions referred to in paragraph (a) above of this Item 10, in the 1996
Proxy Statement.  The cited portions of the 1996 Proxy Statement are
incorporated herein by reference.

     (c)  Compliance with Section 16(a) of the Securities
          Exchange Act of 1934

     The information required by Item 405 of Regulation S-K will be set
forth under the caption "Compliance with Section 16(a) of the Securities
Exchange Act of 1934" in the 1996 Proxy Statement.  The cited portion of the
1996 Proxy Statement is incorporated herein by reference.


ITEM 11.  EXECUTIVE COMPENSATION

     Information with respect to executive compensation will be set forth
under the caption "Executive Compensation and Other Information" in the 1996
Proxy Statement.  Except as hereinafter set forth, such information will be
deemed to have been filed with the Commission as a part of the 1996 Proxy
Statement and is incorporated herein by reference.  Notwithstanding anything
to the contrary set forth in the Registrant's previous filings under the
Securities Act of 1933, as amended (the "33 Act"), or the Securities
Exchange Act of 1934, as amended (the "34 Act"), that might incorporate
future filings, including the 1996 Proxy Statement or this Report on Form
10-K, the "Compensation Committee Report on Executive Compensation" and the
section captioned "Shareholder Return" in the 1996 Proxy Statement are
specifically excluded from the portions of the 1996 Proxy Statement
incorporated by reference herein or into any other filing under the 33 Act
or the 34 Act.
    


                                  III-1

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     Information as of March 15, 1996 with respect to persons known to
management of the Registrant to be the beneficial owners of more than 5% of
the outstanding common stock of the Registrant and information with respect
to the security ownership of management of the Registrant will be set forth
under the captions "Ownership of Securities by Certain Beneficial Owners"
and "Ownership of Securities by Officers and Directors" in the 1996 Proxy
Statement.  The cited portions of the 1996 Proxy Statement are incorporated
herein by reference.


ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     Information with respect to certain relationships and related
transactions will be set forth under the caption "Certain Transactions with
Management" in the 1996 Proxy Statement.  The cited portion of the 1996
Proxy Statement is incorporated herein by reference.
     

    
                                  III-2

                                 PART IV


ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS
          ON FORM 8-K

     (a)  Financial Statements and Financial Statement Schedules

     Financial statements and financial statement schedules required to be
filed by item 8 of this Report are listed in a separately designated section
submitted below, except for the report of predecessor independent
accountants which is included here.  Exhibits are listed in subparagraph (c)
below.

     (b)  Reports on Form 8-K

     There were no reports on Form 8-K filed during the quarter ended
January 26, 1996.

     (c)  Exhibits Filed

     A substantial number of the exhibits referred to below are indicated
as having been previously filed as exhibits to other reports under the
Securities and Exchange Act of 1934 or as exhibits to registration
statements under the Securities Act of 1933.  Such previously filed exhibits
are incorporated by reference in this Form 10-K.  Exhibits not incorporated
by reference herein are filed with this report.

     (2)  Plan of acquisition, reorganization, arrangement, liquidation or
          succession.  Not applicable.

     (3)  Articles of incorporation and by-laws.

          3.1    Articles of incorporation, as amended, filed as Exhibit 3.1
                 to Form 10-Q for the quarter ended July 31, 1994.

          3.2    Composite By-Laws, as amended, filed as Exhibit 3.2 to Form
                 10-Q for the quarter ended July 31, 1994.

     (4)  Instruments defining the rights of security holders, including
          indentures.

          4.1    Specimen Stock Certificate representing shares of the
                 Registrant's common stock, $1.00 par value, filed as Exhibit
                 4.2 to Form 10-Q for the quarter ended October 31, 1984.

          4.2    Trust Indenture dated May 1, 1986 between the Registrant and
                 J. Henry Schroder Bank & Trust Company, as Trustee for the
                 holders of the 7% Convertible Subordinated Debentures, filed
                 as Exhibit 4(b) to Registration No. 33-4714.

          4.3    Specimen Copy of Certificate representing 7% Convertible
                 Subordinated Debenture, filed as Exhibit 4(c) to
                 Registration No. 33-4714.



                                   IV-1
          
          4.4    Resolution Approving and Implementing Shareholder Rights
                 Plan filed as Exhibit 4.4 to Form 8-K dated May 17, 1988.

     (9)  Voting trust agreement.  Not applicable.

     (10) Material contracts.

          10.1   Lease Agreements with Hughes, Inc.

                 (a)  Orlando Trucking, Garage and Maintenance Operations
                      dated December 1, 1971, filed as Exhibit 13(n) to
                      Registration No. 2-43900.  Letter dated April 15, 1992
                      extending lease from month to month, filed as Exhibit
                      10.1(a) to Form 10-K for the fiscal year ended January
                      31, 1992.

                 (b)  Leases effective March 31, 1988, filed as Exhibit
                      10.1(c) to Form 10-K for the fiscal year ended January
                      27, 1989.

                      Sub-Item       Property

                         (1)         Clearwater
                         (2)         Daytona Beach
                         (3)         Fort Pierce
                         (4)         Lakeland
                         (5)         Leesburg
                         (6)         Orlando Electrical Operation
                         (7)         Orlando Plumbing Operation
                         (8)         Orlando Utility Warehouse
                         (9)         St. Petersburg
                        (10)         Sarasota
                        (11)         Venice
                        (12)         Winter Haven

                 (c)  Lease amendment letter between Hughes, Inc. and the
                      Registrant, dated December 1, 1986, amending Orlando
                      Truck Operations Center and Maintenance Garage lease,
                      filed as Exhibit 10.1(i) to Form 10-K for the fiscal
                      year ended January 30, 1987.

                 (d)  Lease agreement dated June 1, 1987, between Hughes,
                      Inc. and the Registrant, for additional Sarasota
                      property, filed as Exhibit 10.1(j) to Form 10-K for the
                      fiscal year ended January 29, 1988.
                   


                                   IV-2

                 (e)  Leases dated March 11, 1992, filed as Exhibit 10.1(e)
                      to Form 10-K for the fiscal year ended January 31,
                      1992.

                      Sub-Item       Property

                      (1)    Gainesville Electrical Operation
                      (2)    Valdosta Electrical Operation

          10.2   Hughes Supply, Inc. 1988 Stock Option Plan as amended March
                 12, 1996.

          10.3   Form of Supplemental Executive Retirement Plan Agreement
                 entered into between the Registrant and eight of its
                 executive officers, filed as Exhibit 10.6 to Form 10-K for
                 fiscal year ended January 30, 1987.

          10.4   Directors' Stock Option Plan, as amended, filed as Exhibit
                 10.4 to Form 10-Q for the quarter ended July 31, 1994.

          10.5   Asset Purchase Agreement with Accord Industries Company,
                 dated October 9, 1990, for sale of Registrant's
                 manufacturing operations, filed as Exhibit 10.7 to Form 10-K
                 for fiscal year ended January 25, 1991.

          10.6   Lease Agreement dated June 30, 1993 between Donald C. Martin
                 and Electrical Distributors, Inc., filed as Exhibit 10.6 to
                 Form 10-K for fiscal year ended January 28, 1994.

          10.7   Consulting Agreement dated June 30, 1993 between Hughes
                 Supply, Inc. and Donald C. Martin, filed as Exhibit 10.7 to
                 Form 10-K for fiscal year ended January 28, 1994.

          10.8   Written description of senior executives' long-term
                 incentive bonus plan for fiscal year 1996 incorporated by
                 reference to the description of the bonus plan set forth
                 under the caption "Approval of the Stock Award Provisions of
                 the Senior Executives' Long-Term Incentive Bonus Plan for
                 Fiscal Year 1996" on pages 26 and 27 of the Registrant's
                 Proxy Statement Annual Meeting of Shareholders To Be Held
                 May 24, 1994.

          10.9   Hughes Supply, Inc. Amended Senior Executives' Long-Term
                 Incentive Bonus Plan, adopted January 25, 1996.
                


                                   IV-3

          10.10  Lease Agreement dated June 30, 1994 between Donald C.
                 Martin and Electrical Distributors, Inc., filed as
                 Exhibit 10.10 to Form 10-K for fiscal year ended
                 January 27, 1995.

          10.11  Lease Agreements between Union Warehouse & Trucking
                 Company (d/b/a Union Warehouse & Realty Company) or
                 Monoco Realty and USCO Incorporated.

                 (a)  Leases dated March 1, 1985 and amended December 23,
                      1986.

                      Sub-Item          Property

                        (1)             610 East Windsor St., Monroe, NC
                        (2)             113-115 Henderson St., Monroe, NC
                        (3)             Statesville, NC
                        (4)             Charlotte, NC
                        (5)             Durham, NC
                        (6)             Pinehurst, NC
                        (7)             West Columbia, SC
                    
                 (b)  Lease  dated July 1, 1986 and amended December 23, 1986
                      for Aiken, South Carolina property.

                 (c)  Lease dated March 1, 1990 for Greenville, South Carolina
                      property.

                 (d)  Lease dated November 1, 1993 for Cheraw, South Carolina
                      property.

                 (e)  Lease dated March 1, 1985 and amended October 1, 1992
                      for 1515 Morgan Mill Road, Monroe, North Carolina
                      property.

                 (f)  Lease amendment letter between Union Warehouse & Realty
                      Company, Monoco Realty Company and Hughes Supply, Inc.,
                      dated October 18, 1994, amending the leases for the
                      eleven properties listed in Exhibit 10.11(a) through
                      (e).
           
                 (g)  Lease effective February 1, 1996 for Pineville, North
                      Carolina property.
 
          10.12  Lease Agreement effective February 1, 1993 between
                 Union Warehouse & Realty Company and Moore Electric
                 Supply, Inc.

     (11) Statement re computation of per share earnings.

          11.1   Summary schedule of earnings per share calculations.

     (12) Statement re computation of ratios.  Not applicable.



                                   IV-4
     
     (13) Annual report to security holders, Form 10-Q or quarterly report
          to security holders.

          13.1   Information incorporated by reference into Form 10-K from
                 the Annual Report to shareholders for the fiscal year ended
                 January 26, 1996.

     (16) Letter re change in certifying accountant.

          16.1   Letter from Coopers & Lybrand, filed as Exhibit 16.1 to Form
                 8-K dated May 24, 1994.

     (18) Letter re change in accounting principles.  Not applicable.

     (21) Subsidiaries of the Registrant.

          21.1   Subsidiaries of the Registrant.
      
     (22) Published report regarding matters submitted to vote of security
          holders.  Not applicable.

     (23) Consents of experts and counsel.

          23.1   Consent of Price Waterhouse LLP.

          23.2   Consent of Coopers & Lybrand L.L.P.

     (24) Power of attorney.  Not applicable.

     (27) Financial data schedule.

          27.1   Financial Data Schedule (filed electronically only).

          27.2   Restated Financial Data Schedule (filed electronically
                 only).

          27.3   Restated Financial Data Schedule (filed electronically
                 only).

     (28) Information from reports furnished to state insurance regulatory
          authorities.  Not applicable.  
 
     (99) Additional exhibits.

          99.1   Location of facilities.


     (d)  Financial Statement Schedules

     Financial statements and financial statement schedules required by
Regulation S-X which are excluded from the annual report to shareholders by
Rule 14a-3(b).  Not applicable.
     


                                   IV-5

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

                     HUGHES SUPPLY, INC.


                                    By:  /s/ David H. Hughes               
                                            
                                    David H. Hughes, Chairman of
                                    the Board and Chief Executive
                                    Officer


                                    /s/ J. Stephen Zepf               
                                               
                                    J. Stephen Zepf, Treasurer,
                                    Chief Financial Officer,
                                    Chief Accounting Officer

Date: March 12, 1996

Pursuant to the requirements of the Securities Exchange Act of 1934, this
Report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.


/s/ David H. Hughes                      /s/ Clifford M. Hames              
                                                              
David H. Hughes                          Clifford M. Hames
March 12, 1996                           March 12, 1996
(Director)                               (Director)


/s/ John D. Baker, II                    /s/ Russell V. Hughes             
                                                               
John D. Baker, II                        Russell V. Hughes
March 12, 1996                           March 12, 1996
(Director)                               (Director)


/s/ Robert N. Blackford                  /s/ Vincent S. Hughes             
                                                               
Robert N. Blackford                      Vincent S. Hughes
March 12, 1996                           March 12, 1996
(Director)                               (Director)


/s/ John B. Ellis                        /s/ Herman B. McManaway       
                                                                 
John B. Ellis                            Herman B. McManaway
March 12, 1996                           March 12, 1996
(Director)                               (Director)


/s/ A. Stewart Hall, Jr.                 /s/ Donald C. Martin             
                                                                 
A. Stewart Hall, Jr.                     Donald C. Martin
March 12, 1996                           March 12, 1996
(Director)                               (Director)

                             

                                   IV-6

REPORT OF INDEPENDENT ACCOUNTANTS

Shareholders and Board of Directors
Hughes Supply, Inc.

We have audited the consolidated statements of income, shareholders' equity,
and cash flows of Hughes Supply, Inc. and subsidiaries for the fiscal year
ended January 28, 1994 (not presented herein).  These financial statements
are the responsibility of the Company's management.  Our responsibility is
to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement.  An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. 
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation.  We believe that our audit provides a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly,
in all material respects, the consolidated  results of operations and cash
flows of Hughes Supply, Inc. and subsidiaries for the fiscal year ended
January 28, 1994 (prior to the retroactive restatement to account for the
poolings of interests), in conformity with generally accepted accounting
principles.


/s/ Coopers & Lybrand

Coopers & Lybrand
Orlando, Florida
March 17, 1994



                           HUGHES SUPPLY, INC.

         INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULES

The following consolidated financial statements of the Registrant and its
subsidiaries included in the Annual Report of the Registrant to its
shareholders for the year ended January 26, 1996, are incorporated by
reference:

                                                        Annual
                                                        Report
                                                         Page 


 Consolidated Statements of Income
  for the years ended January 26, 1996,
  January 27, 1995 and January 28, 1994                   12

 Consolidated Balance Sheets as of
  January 26, 1996 and January 27, 1995                   13

 Consolidated Statements of Shareholders'
  Equity for the years ended January 26,
  1996, January 27, 1995 and January 28, 1994             14

 Consolidated Statements of Cash Flows for
  the years ended January 26, 1996,
  January 27, 1995 and January 28, 1994                   15

 Notes to Consolidated Financial Statements               16

 Report of Independent Certified
  Public Accountants                                      22

Except for the report of predecessor independent accountants which is
included in Part IV above, all other financial statements and schedules have
been omitted as they are either not applicable, not required or the
information is given in the financial statements or related notes.
                                                      


                 INDEX OF EXHIBITS FILED WITH THIS REPORT



10.2       Hughes Supply, Inc. 1988 Stock Option Plan as amended March 12,
           1996.

10.9       Hughes Supply, Inc. Amended Senior Executives' Long-Term Incentive
           Bonus Plan, adopted January 25, 1996.

10.11      Lease Agreements between Union Warehouse & Trucking Company
           (d/b/a Union Warehouse & Realty Company) or Monoco Realty
           and USCO Incorporated.

           (a)  Leases dated March 1, 1985 and amended December 23, 1986.

           (b)  Lease dated July 1, 1986 and amended December 23, 1986 for
                Aiken, South Carolina property.

           (c)  Lease dated March 1, 1990 for Greenville, South Carolina
                property.

           (d)  Lease dated November 1, 1993 for Cheraw, South Carolina
                property.

           (e)  Lease dated March 1, 1985 and amended October 1, 1992 for
                1515 Morgan Mill Road, Monroe, North Carolina property.

           (f)  Lease amendment letter between Union Warehouse & Realty
                Company, Monoco Realty Company and Hughes Supply, Inc.,
                dated October 18, 1994, amending the leases for the eleven
                properties listed in Exhibit 10.11(a) through (e).
      
           (g)  Lease effective February 1, 1996 for Pineville, North
                Carolina property.

10.12      Lease Agreement effective February 1, 1993 between Union
           Warehouse & Realty Company and Moore Electric Supply, Inc.

11.1       Summary schedule of earnings per share calculations.

13.1       Information incorporated by reference into Form 10-K from the
           Annual Report to shareholders for fiscal year ended January 26,
           1996.

21.1       Subsidiaries of the Registrant.

23.1       Consent of Price Waterhouse LLP.

23.2       Consent of Coopers & Lybrand L.L.P.

27.1       Financial data schedule (filed electronically only).

27.2       Restated financial data schedule (filed electronically only).

27.3       Restated financial data schedule (filed electronically only).

99.1       Location of facilities.