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): January 11, 2002

Dollar General Corporation

(Exact Name of Registrant as Specified in Charter)

              Tennessee                  001-11421              61-0502302
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(State or Other Jurisdiction of        (Commission           (I.R.S. Employer
Incorporation)                          File Number)         Identification No.)
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          100 Mission Ridge
      Goodlettsville, Tennessee                                    37072
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(Address of Principal Executive Offices)                         (Zip Code)
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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 January 10, 2002, Dollar General Corporation (the "Company") issued a news release with respect to December sales results and January sales expectations. Information regarding unaudited category sales and unaudited customer transactions for the five-weeks ending January 4, 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)

January 11, 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 January
               10, 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 INCREASED DECEMBER SALES

GOODLETTSVILLE, Tenn. - January 10, 2002 - Dollar General Corporation (NYSE: DG) today reported total retail sales for the five-week fiscal period ended January 4, 2002, equaled $725.5 million compared with $644.4 million for the five-week period ended December 29, 2000, an increase of 12.6 percent. Because of the Company's 53-week fiscal year in 2000, the Company's fiscal and calendar periods in 2001 do not coincide. For the five-week calendar period ended January 4, 2002, total sales increased 21.1 percent and same-store sales increased 8.9 percent compared with flat same-store sales for the five-week period ended January 5, 2001.

For the nine-week fiscal period ended January 4, 2002, Dollar General's total retail sales increased 15.6 percent to $1.2 billion from $1.0 billion for the nine-week period ended December 29, 2000. For the nine-week period ended January 4, 2002, total sales increased 18.1 percent and same-store sales increased 6.4 percent compared with a 0.6 percent increase in same-store sales for the nine-week period ended January 5, 2001.

For the year-to-date ended January 4, 2002, Dollar General's total retail sales increased 19.1 percent to $4.9 billion from $4.1 billion for the year-to-date ended December 29, 2000. For the year-to-date period ended January 4, 2002, total sales increased 19.1 percent and same-store sales increased 7.3 percent compared with a 0.6 percent increase in same-store sales for the year-to-date period ended January 5, 2001.

Sales Outlook:
For the four-week fiscal period of January ending February 1, 2002, the Company expects total sales to increase 18-20 percent compared with total sales for the four-week period ended January 26, 2001. For the four-week comparable calendar period, same-store sales are expected to increase 3-5 percent compared with a same-store sales increase of 5.1 percent in the comparable four-week period ended February 2, 2001. January sales results will be released on Thursday, February 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.

The Company will host a conference call on Monday, January 14, 2002, at 5:00
p.m. EST to discuss its audited financial results for its 2000 fiscal year, audited restated financial results for its 1998 and 1999 fiscal years, and unaudited results for the first three quarters of its 2001 fiscal year. To ensure that the call can accommodate public interest, pre-registration is required. If you wish to participate in the conference call, please RSVP for the call at "http://www.e-meetings.wcom.com/webrsvp/part_home.jsp?reset=1". The conference id is 6308391; the conference passcode is "Dollar General". The call will also be broadcast live online at "www.dollargeneral.com". A replay of the conference call will be available from January 15, 2002, until 1:00 a.m. EST on Monday, January 21, online or by calling (402) 998-0669.

Dollar General operates more than 5,550 neighborhood stores in 27 states.


This press release contains historical and forward-looking information. The words "believe," "anticipate," "plan," "expect," "intend," " will continue," and other 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; 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 Five Week Calendar Period

                                                           --- For the Five Weeks Ended ---
                             Estimated Same-Stores      January 4, 2002       December 29, 2000
                                     % Chg                 Sales Mix              Sales Mix
                                     -----                 ---------              ---------
Highly Consumable                     11%                     47%                    44%
Hardware and Seasonal                 22%                     26%                    25%
Basic Clothing                        -10%                    11%                    14%
Home Products                         -1%                     15%                    17%
                                      ---                     ---                    ---
  TOTAL                               8.9%                   100%                   100%

Hardlines                             12%                     85%                    83%
Softlines                             -6%                     15%                    17%
                                      ---                     ---                    ---
  TOTAL                               8.9%                   100%                   100%

DOLLAR GENERAL CORPORATION
UNAUDITED CUSTOMER TRANSACTIONS

                                  Total-Stores
                         For the Five-Week Fiscal Period

                                               --- For the Five Weeks Ended ---
                                                            % Chg
Total Sales                                                 12.6%
Customer Transactions                                        15%
Average Customer Purchase                                    -2%