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): February 8, 2002

Dollar General Corporation

(Exact Name of Registrant as Specified in Charter)

         Tennessee                       001-11421              61-0502302
--------------------------------  -------------------------  -----------------
(State or Other Jurisdiction of   (Commission File Number)   (I.R.S. Employer
Incorporation)                                               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)

ITEM 9. REGULATION FD DISCLOSURE

On February 7, 2002, Dollar General Corporation (the "Company") issued a news release with respect to January sales results, fourth quarter sales results, 2001 annual sales results and February sales expectations. Information regarding unaudited category sales and unaudited customer transactions for the four-weeks ending February 1, 2002, 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)

February 8, 2002                                    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 February 7, 2002

                99.2 Dollar General Corporation unaudited category sales
                     and unaudited customer transactions


Exhibit 99.1

Investor Contact:
Kiley Fleming
(615) 855-5525

DOLLAR GENERAL REPORTS JANUARY SAME-STORE SALES INCREASE OF 6.4 PERCENT

GOODLETTSVILLE, Tenn. - February 7, 2002 - Dollar General Corporation (NYSE: DG) today reported same-store sales increased 6.4 percent for the four-week period ended February 1, 2002, compared with the four-week period ended February 2, 2001. Total sales for the same four-week period increased 17.3 percent. Because of the Company's 53-week fiscal year in 2000, the Company's January fiscal period includes four weeks in 2001 compared with five weeks in 2000. Total retail sales for the four-week fiscal period ended February 1, 2002, equaled $381.5 million compared with $400.5 million for the five-week fiscal period ended February 2, 2001.

Because of the Company's 53-week fiscal year in 2000, the Company's fourth quarter included 13 weeks in 2001 compared with 14 weeks in 2000. For the fourth quarter ended February 1, 2002, Dollar General's total retail sales increased 9.9 percent to $1.59 billion from $1.44 billion for the 14-week period ended February 2, 2001. Same-store sales for the 13-weeks ended February 1, 2002, increased 6.5 percent compared with the 13-weeks ended February 2, 2001.

For the 52-week fiscal year ended February 1, 2002, Dollar General's total retail sales increased 17.0 percent to $5.32 billion from $4.55 billion for the 53-week fiscal year ended February 2, 2001. Same-store sales for the 52-week period increased 7.3 percent.

Sales Outlook:
For the four-week period of February ending March 1, 2002, the Company expects total sales to increase 13-15 percent. Same-store sales are expected to increase 4-6 percent compared with a same-store sales increase of 4.7 percent in the February period last year. February sales results will be released on Thursday, March 7, 2002.

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.

This press release contains historical and forward-looking information. The words "believe," "anticipate," "project," "plan," "expect," "estimate," "objective," "forecast," "goal," "intend," "will likely result," or " will continue" and similar expressions identify forward looking statements. 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, including its ability to refinance or replace such facilities on favorable terms at the maturity thereof; the Company's ability to comply with the terms of the Company's credit facilities (or obtain waivers for non-compliance); 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 restatement and audit process; and the impact of the litigation and regulatory proceedings related to the restatement of the Company's financial statements, including the funding of the settlement of such litigation and the risk that the conditions to the effectiveness of such settlements, including the results of the plaintiffs' confirmatory discovery and the approval by the courts, may not be realized.

Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. The Company undertakes no obligation to publicly update or revise any forward-looking statements contained herein to reflect events or circumstances occurring after the date of this release 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 ---
                               Estimated Same-Stores     February 1, 2002       February 2, 2000
                                       % Chg                Sales Mix               Sales Mix
Highly Consumable                       8%                     65%                     64%
Hardware and Seasonal                   14%                    12%                     15%
Basic Clothing                          -2%                     9%                     10%
Home Products                           0%                     14%                     11%
  TOTAL                                6.4%                   100%                    100%

Hardlines                               8%                     88%                     87%
Softlines                               -1%                    12%                     13%
  TOTAL                                6.4%                   100%                    100%

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

                             --- For the Four Weeks Ended ---
                                       (Estimated)
                                          % Chg
Same-store Sales                          6.4%
Customer Transactions                      5%
Average Customer Purchase                  1%