DOLLAR GENERAL CORP — Director's Dealing 2007

Mar 20, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DOLLAR GENERAL CORP (DG)
CIK: 0000029534
Period of Report: 2007-03-16

Reporting Person: TEHLE DAVID M (Executive VP & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-03-16	Common Stock	C	3580.21	—	Acquired	22452.21	Direct
2007-03-16	Common Stock	F	9469659	$21.1	Disposed	21505.2441	Direct
2007-03-16	Common Stock	D	0.2441	$21.1	Disposed	21505	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-03-16	Restricted Stock Units	$	M	3580.21	Disposed	2007-03-16	Common Stock (3580.21)	Direct

Footnotes

F1: Includes 5,000 shares of unvested restricted stock scheduled to vest on August 9, 2007.

F2: The RSUs convert to shares of common stock on a one-for-one basis.

F3: The remaining RSUs vest and become payable on various dates ranging from August 24, 2007 to March 16, 2009.