SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


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): November 9, 2001

Dollar General Corporation

(Exact Name of Registrant as Specified in Charter)

   Tennessee                 001-11421                       61-0502302
-----------------   --------------------------         ----------------------
(State or Other      (Commission File Number)            (I.R.S. Employer
Jurisdiction of                                           Identification No.)
Incorporation)


                100 Mission Ridge
            Goodlettsville, Tennessee                     37072
         ----------------------------------------------------------
         (Address of Principal Executive Offices)        (Zip Code)



       Registrant's telephone number, including area code: (615) 855-4000
                                                           --------------

--------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)


ITEM 9. REGULATION FD DISCLOSURE

On November 8, 2001, Dollar General Corporation (the "Company") issued a news release with respect to October sales results, October sales expectations, and sales and new store opening results for the third quarter ending November 2, 2001. Information regarding unaudited category sales and unaudited customer transactions for the four-weeks ending November 2, 2001, was also disclosed. Copies of the news release and the data regarding unaudited sales and customer transactions are incorporated herein by reference and attached hereto as Exhibits 99.1 and 99.2. The Company is filing this 8-K pursuant to the Securities and Exchange Commission's Regulation FD.

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.

DOLLAR GENERAL CORPORATION
(Registrant)

November 8, 2001                                   By: /s/ Larry K. Wilcher
                                                       ----------------------
                                                       Larry K. Wilcher
                                                       General Counsel and
                                                       Corporate Secretary


Exhibit Index
-------------
Exhibit No.          Item

                     99.1 News Release issued by Dollar General Corporation
                          dated November 8, 2001

                     99.2 Dollar General Corporation unaudited category sales
                          and unaudited customer transactions


Exhibit 99.1

Investor Contact:
Kiley Fleming, CFA
(615) 855-5525

DOLLAR GENERAL REPORTS INCREASED OCTOBER SALES

GOODLETTSVILLE, Tenn. - November 8, 2001 - Dollar General Corporation (NYSE: DG) today reported total retail sales for the four-week fiscal period ended November 2, 2001, equaled $418.4 million compared with $345.0 million for the four-week period ended October 27, 2000, an increase of 21.3 percent. Due to the Company's 53-week fiscal year in 2000, the Company's fiscal and calendar periods in 2001 do not coincide. For the four-week calendar period ended November 2, 2001, total sales increased 19.1 percent and same-store sales increased 8.5 percent compared with a 0.8 percent decrease in same-store sales for the four-week period ended November 3, 2000.

For the 13-week fiscal period ended November 2, 2001, Dollar General total retail sales increased 19.6 percent to $1,308.8 million from $1,093.9 million for the thirteen-week period ended October 27, 2000. For the thirteen-week calendar period ended November 2, 2001, total sales increased 18.9 percent and same-store sales increased 8.2 percent compared with a 0.5 percent increase in same-store sales for the 13-week period ended November 3, 2000. During the quarter, the Company opened 169 new stores and closed 12 stores. As of November 2, 2001, the Company operated 5,486 stores, totaling 37.1 million selling square feet. For the full year, the Company expects to open 600-625 new stores and close 50-60 stores.

For the 39-week fiscal period ended November 2, 2001, Dollar General's total retail sales increased 20.2 percent to $3.7 billion from $3.1 billion for the 39-week period ended October 27, 2000. For the 39-week calendar period ended November 2, 2001, total sales increased 19.5 percent and same-store sales increased 7.6 percent compared with a 0.6 percent increase in same-store sales for the 39-week period ended November 3, 2000.

Sales Outlook:
For the four-week fiscal period of November ending November 30, 2001, the Company expects total sales to increase 22-24 percent compared with total sales for the four-week period ended November 24, 2000. For the four-week calendar period, same-store sales are expected to increase 5-7 percent compared with a 1.4 percent increase in same-store sales for the four-week period ended December 1, 2000. November sales results will be released on Thursday, December 6, 2001.

Weekly sales trends are announced on Mondays after the market closes and can be attained online at www.dollargeneral.com or by calling (615) 855-5529.

Dollar General operates more than 5,400 neighborhood stores in 27 states.

This press release contains historical and forward-looking information. The forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The Company believes the assumptions underlying these forward-looking


statements are reasonable; however, any of the assumptions could be inaccurate, and therefore, actual results may differ materially from those projected in the forward-looking statements. The factors that may result in actual results differing from such forward-looking information include, but are not limited to:
the Company's ability to maintain adequate liquidity through its cash resources and credit facilities; the Company's ability to comply with the terms of the Company's credit facilities (or obtain waivers for non-compliance), including with respect to the timely delivery of the Company's financial statements; general transportation and distribution delays or interruptions; inventory risks due to shifts in market demand; changes in product mix; interruptions in suppliers' businesses; fuel price and interest rate fluctuations; a deterioration in general economic conditions caused by acts of war or terrorism; temporary changes in demand due to weather patterns; delays associated with building, opening and operating new stores; the results of the Company's on-going restatement and audit process; the degree of cooperation between the predecessor auditor and the successor auditor in the audit process; and the impact of the litigation and any regulatory proceedings related to such restatements. The Company undertakes no obligation to publicly release any revisions to any forward-looking statements contained herein to reflect events or circumstances occurring after the date of this report or to reflect the occurrence of unanticipated events.

# # #


Exhibit 99.2

Unaudited category sales and unaudited customer transactions

DOLLAR GENERAL CORPORATION
UNAUDITED CATEGORY SALES
For the Four Week Calendar Period

                                          --- For the Four Weeks Ended ---
                       Same-Stores      November 2, 2001    October 27, 2000
                          % Chg            Sales Mix           Sales Mix
Highly Consumable          13%                60%                 58%
Hardware and Seasonal      12%                13%                 16%
Basic Clothing             3%                 12%                 13%
Home Products              -7%                14%                 14%
                           ---                ---                 ---
  TOTAL                   8.5%                100%                100%

Hardlines                  9%                 85%                 84%
Softlines                  4%                 15%                 16%
                           --                 ---                 ---
  TOTAL                   8.5%                100%                100%

DOLLAR GENERAL CORPORATION
UNAUDITED CUSTOMER TRANSACTIONS
Same-Stores
For the Four-Week Calendar Period

                                              --- For the Four Weeks Ended ---
                                                           % Chg
Same-Store Sales                                           8.5%
Customer Transactions                                       3%
Average Customer Purchase                                   6%