X0202 4 2004-08-24 0 0000029534 DOLLAR GENERAL CORP DG 0001245010 TEHLE DAVID M 100 MISSION RIDGE GOODLETTSVILLE TN 37072 0 1 0 0 Executive VP & CFO Restricted Stock Units 2004-08-24 4 A 0 6600 0 A Common Stock 6600 6600 D Employee Stock Option (Right to Buy) 18.83 2004-08-24 4 A 0 52600 0 A 2014-08-24 Common Stock 52600 52600 D The restricted stock units convert to shares of common stock on a one-for-one basis. Represents the number of restricted stock units allocated to the reporting person's account on August 24, 2004 pursuant to the terms of the Dollar General Corporation 1998 Stock Incentive Plan (as amended and restated effective June 2, 2003, and as further modified through August 26, 2003). The restricted stock units vest and become payable in three equal annual installments beginning on August 24, 2005. The option vests in four equal annual installments beginning on August 24, 2005. The option grant is subject to the terms of the Company's 1998 Stock Incentive Plan (as amended and restated effective June 2, 2003, and as further modified through August 26, 2003). /s/ Susan S. Lanigan, By Power of Attorney 2004-08-25