CODE OF ETHICS FOR THE CEO AND SENIOR FINANCIAL OFFICERS

Our long-standing policy, as stated in our Core Values, is to maintain the
highest level of integrity in every aspect of our business. We expect all
associates to conduct themselves professionally and in a manner that will
enhance the reputation of our business and avoid even the appearance of improper
personal or business conduct.

This Code of Ethics for the CEO and Senior Financial Officers ("Code") applies
to the chief executive officer ("CEO") as well as to the chief administrative
officer, chief financial officer, chief accounting officer and other senior
accounting, tax and treasury management associates ("Senior Financial Officers")
of Rite Aid Corporation ("Company") or their equivalents. This Code supplements
the Company's Code of Ethics and Business Conduct , which sets forth fundamental
principles and key policies and procedures that govern the conduct of all
members of the Board of Directors ("Board"), officers and employees of our
Company. The CEO and Senior Financial Officers are bound by the provisions set
forth in the Code of Ethics and Business Conduct and the additional standards of
ethical behavior set forth below relating to accounting, internal control,
financial reporting and disclosure controls and fraud, except in cases where
applicable law conflicts with the Code. The CEO and Senior Financial Officers
shall adhere to the following principles and responsibilities:

     o   Act at all times with integrity, avoiding actual or apparent conflict
         of interest in personal and professional relationships;

     o   Keep abreast of the affairs of the Company and remain informed on the
         guidelines, rules, laws and regulations applicable to their
         responsibilities and to ensure that those reporting to them are also
         informed;

     o   Maintain the confidentiality of Company information, except when
         authorized or otherwise required to make any disclosure and avoid the
         use of any Company information for personal advantage;

     o   Comply with applicable rules and regulations of all U.S. governmental
         entities and other private and public regulatory agencies, including
         any exchanges on which the Company's securities may be listed;

     o   Provide, in the Company's reports filed with the Securities and
         Exchange Commission and other public communications, disclosure that is
         full, fair, accurate, timely and understandable;

     o   Report any untrue statement of material fact and any omission of
         material fact of which they become aware of that affect the disclosures
         made by the Company in its public filings;

     o   Report any information they may have concerning: a) material weaknesses
         or significant deficiencies in the design or operation of internal
         controls which could adversely affect the ability of associates to
         record, process, summarize and report financial data; or b) any fraud,
         whether or not material, that involves any associate who has a
         significant role in internal control.






     o   Report any information they may have concerning evidence of a material
         violation of securities or other laws, rules or regulations by the
         Company or any agent thereof.

     o   Report any information they may have concerning any suspected violation
         of this Code, including any actual or apparent conflicts of interest
         between personal and professional relationships involving any associate
         who has a significant role in financial reporting, disclosures or
         internal controls.

If the CEO, Chief Administrative Officer and Chief Financial Officer or Chief
Accounting Officer has a reporting obligation under any standard set forth
above, they must promptly bring the matter to the attention of any member of the
Audit Committee. If any other Senior Financial Officer has a reporting
obligation under any standard set forth above, such Senior Financial Officer
must promptly bring the matter to the attention of: (a) their immediate
supervisor, or, if appropriate, (b) any member of the Audit Committee. A Senior
Financial Officer always has the option of reporting directly to the Audit
Committee, and such officer shall report to the Audit Committee if they have
reason to believe that their immediate supervisor is involved with the matter at
issue, of if they have reason to believe that their immediate supervisor has not
addressed the matter appropriately in a timely fashion. Further, a Senior
Financial Officer also always has the option of reporting a matter utilizing the
Company hotlines.

The Audit Committee shall determine, or designate appropriate persons to
determine, appropriate actions to be taken in the event of violations of this
Code. Such actions shall be reasonably designed to deter wrongdoing and to
promote accountability for adherence to this Code, including, among other
things, disciplinary action up to and including termination of employment. In
determining what action is appropriate in a particular case, the Audit Committee
or its designee shall take into account all relevant information, including
whether the violation was promptly reported, whether a violation of the law has
occurred, the nature and severity of the violation, whether the violation was a
single occurrence or repeated occurrences, whether the violation appears to have
been intentional or inadvertent, whether the individual in question had been
advised prior to the violation as to the proper course of action and whether or
not the individual in question had committed other violations in the past, the
penalties imposed, if any, in the past for comparable violations and other
relevant factors.