UNITED STATES

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):   April 14, 2005



Dollar General Corporation

(Exact Name of Registrant as Specified in Charter)

     
     

Tennessee

001-11421

61-0502302

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(I.R.S. Employer
Identification No.)

     
     

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)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))






ITEM 7.01.

REGULATION FD DISCLOSURE


On April 14, 2005, Dollar General Corporation issued the press release attached hereto as Exhibit 99 and incorporated by reference as if fully set forth herein, regarding the adoption of a written trading plan under Rule 10b5-1 of the Securities Exchange Act of 1934.


ITEM 9.01.

FINANCIAL STATEMENTS AND EXHIBITS


(a)

Financial Statements of businesses acquired.  N/A

(b)

Pro Forma Financial Information.  N/A

(c)

Exhibits.  See Exhibit Index immediately following the signature page hereto.






SIGNATURE


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 hereunto duly authorized.



Date:   April 14, 2005

DOLLAR GENERAL CORPORATION

     
     
     
 

By:

/s/ Susan S. Lanigan

   

Susan S. Lanigan

   

Executive Vice President and General Counsel




2








EXHIBIT INDEX



Exhibit No.

Description

   

99

News release dated April 14, 2005.




3







Contact:

Emma Jo Kauffman


(615) 855-5525





DOLLAR GENERAL ANNOUNCES APPROVAL OF 10b5-1 PLAN



GOODLETTSVILLE, Tennessee – April 14, 2005 – Dollar General Corporation (NYSE: DG) announced today that it has adopted a written trading plan under Rule 10b5-1 of the Securities Exchange Act of 1934 to facilitate the repurchase of its common stock pursuant to the Company’s previously announced share repurchase authorization.  A broker or brokers selected by the Company will have the authority under terms and limitations specified in the plan to repurchase shares on behalf of the Company up to an amount specified in the plan, which amount may not exceed the amount of shares remaining under the repurchase authorization. The plan becomes effective on May 16, 2005. The latest date on which the plan will terminate is November 30, 2005. A 10b5-1 plan allows the Company to repurchase shares at times when it would ordinarily not be in the market because of the Company’s trading policies.

 

About Dollar General


Dollar General is a Fortune 500 ® discount retailer with 7,494 neighborhood stores as of April 1, 2005.  Dollar General stores offer convenience and value to customers by offering consumable basic items that are frequently used and replenished, such as food, snacks, health and beauty aids and cleaning supplies, as well as a selection of basic apparel, housewares and seasonal items at everyday low prices.  The Company store support center is located in Goodlettsville, Tennessee. Dollar General’s Web site can be reached at www.dollargeneral.com .


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