PAMIDA HOLDINGS CORP/DE/
8-K, 1999-04-27
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT




                         Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934

        Date of Report (Date of earliest event reported): April 27, 1999





                           PAMIDA HOLDINGS CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)




          Delaware                       1-10619              47-0696125
- ----------------------------           ------------         --------------
(State or other jurisdiction            (Commission         (IRS Employer
     of incorporation)                  File Number)        Identification
                                                               Number)




   8800 "F" Street, Omaha, Nebraska                     68127
- ----------------------------------------               ----------
(Address of principal executive offices)               (Zip Code)




Registrant's telephone number, including area code:  (402) 339-2400


ITEM 5. OTHER EVENTS.


     On April 27, 1999,  the  registrant  issued a news release  containing  the
following text:

          OMAHA, NEBRASKA, April 27, 1999-Pamida Holdings Corporation (ASE:PAM),
     noting increased  activity in the Company's stock,  announced today that it
     has received  from a third party a proposal to acquire all of the Company's
     outstanding  common stock. The Company is currently in discussions with the
     party  making the proposal  and also has  received  inquiries  from another
     party  regarding a possible  business  combination.  The Company noted that
     there can be no assurance that any such  transaction will be consummated or
     as to the terms or timing thereof.

          Pamida is a general  merchandise  retailer  operating 150 stores in 15
     Midwestern,  North  Central  and Rocky  Mountain  states.  A typical  store
     includes  a  broad  assortment  of  value-priced  hardlines  and  softlines
     merchandise as well as consumables and a pharmacy.


                              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 thereunto duly authorized.

Date: April 27, 1999.

                                        PAMIDA HOLDINGS CORPORATION

                                        By:/s/ Steven S. Fishman
                                           ---------------------------
                                           Steven S. Fishman, Chairman
                                           of the Board and Chief
                                           Executive Office


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