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ANNUAL REPORT
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Profile

Family Dollar Stores, Inc. is one of the fastest growing discount store chains in the United States. During the last ten fiscal years, 1,744 new stores have been added to the chain, including 1,109 in the last five fiscal years. The merchandising concept responsible for this growth provides consumers with good values in low cost, basic merchandise for family and home needs. The merchandise is sold at everyday low prices in a no frills, low overhead, self-service environment. Most merchandise is priced under $10.00.

Stores are located in a contiguous 39-state area ranging northeast to Maine, southeast to Florida, as far northwest as South Dakota and southwest to Arizona. They generally range in size from 6,000 to 8,000 square feet and most are operated under leases. The relatively small store size permits the Company to open new stores in rural areas and small towns as well as in large urban centers. Within these markets, the stores are located in shopping centers or as freestanding buildings convenient to the Company’s low and low-middle income customer base.

During the fiscal year ended August 28, 1999, 366 new stores were opened and 59 closed to bring the number of stores in operation at fiscal year-end to 3,324. Family Dollar presently plans to open approximately 400 to 425 new stores and close approximately 50 stores by the end of the current fiscal year on August 26, 2000. Since the opening of the first Family Dollar store in 1959, the store expansion program has been financed entirely with internally generated funds, and the Company has no long-term indebtedness.

Family Dollar is headquartered in Matthews, North Carolina, just outside of Charlotte, and operates automated full-service distribution centers in Matthews, West Memphis, Arkansas; Warren County, Virginia; and Duncan, Oklahoma. The Company has been a publicly held corporation since 1970, and its Common Stock is listed on the New York Stock Exchange under the ticker symbol FDO.

Forty Years of Growth