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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 11, 1999
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RITE AID CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 1-5742 23-1614034
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
30 Hunter Lane, Camp Hill, Pennsylvania 17011
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (717) 761-2633
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ITEM 7. Financial Statements and Exhibits
(c) The following exhibits are filed with this report:
Exhibit Number Description
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16.1 Letter of KPMG LLP dated December 2, 1999
99.1 Letter of KPMG LLP dated November 11, 1999*
* Previously filed.
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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 hereunto duly authorized.
RITE AID CORPORATION
Date: December 2, 1999 By: /s/ Elliot T. Gerson
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Name: Elliot T. Gerson
Title: Senior Executive
Vice President,
Secretary and
General Counsel
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EXHIBIT 16.1
[LETTERHEAD KPMG]
December 2, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
KPMG LLP ("KPMG") was previously the principal accountants for Rite Aid
Corporation ("Rite Aid" or the "Company") and, under the date of May 28, 1999,
we reported on the consolidated balance sheets of the Company and its
subsidiaries as of February 27,1999 and February 28, 1998 and the related
consolidated statements of income, stockholders' equity and cash flows for each
of the years in the three-year period ended February 27, 1999. On November 11,
1999, we resigned as the Company's principal accountants. We have read the
Company's statements included in Item 4 of its Form 8-K dated November 18, 1999
("Item 4"), and we agree with such statements, except as follows:
KPMG is not in a position to agree or disagree with the Company's statement in
the last sentence of the third paragraph of Item 4.
KPMG disagrees with the Company's statements in the fourth and fifth sentences
of the seventh paragraph of Item 4 to the extent they imply that KPMG did not
communicate the information described in those sentences to the Company's
management. Based on the recollections of the KPMG personnel who attended the
meeting with members of the Company's management on June 23, 1999, KPMG believes
it communicated the information described in the fourth and fifth sentences to
the Company on June 23, 1999.
KPMG is not in a position to agree or disagree with the statements made by the
Company in the sixth sentence of the seventh paragraph of Item 4, because KPMG
is not in a position to know the recollections of the members of the Company's
Audit Committee and the other member of the Company's Board of Directors who
attended the June 30, 1999 Audit Committee meeting. However, the statements made
by the Company in the sixth sentence are inconsistent with the recollections of
KPMG personnel who attended that Audit Committee meeting.
KPMG is not in a position to agree or disagree with the Company's statements in
the eighth, ninth, and tenth sentences of the seventh paragraph of Item 4, to
the effect that the Company is seeking to fill new positions in its financial
accounting and reporting department with qualified personnel, that the Company
is evaluating system needs in order to improve its financial accounting systems,
and that the Company has restructured its accounting and financial reporting
function to strengthen communication and accountability and is revising its
processes and procedures with respect to transactions,
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[LOGO KPMG]
Page 2
December 2, 1999
journal entries and approvals to improve the timeliness with which it is able to
document and analyze financial data.
KPMG is aware that the Company has entered into an agreement with a third party
concerning the third party's handling of damaged and outdated products, but KPMG
is not in a position to agree or disagree with the Company's statements in the
second sentence of the eighth paragraph of Item 4, to the effect that the third
party engaged by the Company will handle all damaged or outdated products,
including obtaining appropriate refunds, and therefore, the Company will no
longer be involved in processing damaged or outdated products.
KPMG is not in a position to agree or disagree with the Company's statements in
the ninth paragraph of Item 4.
Very truly yours,
/s/ KPMG LLP
Date: December 6, 1999