SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Dollar Tree Stores, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
256747 10 6
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(CUSIP Number)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
Page 1 of 4 Pages
<PAGE>
CUSIP No. 256747 10 6 13G Page 2 of 4 Pages
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1 NAME OF REPORTING PERSON
Macon F. Brock, Jr.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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NUMBER OF 5 SOLE VOTING POWER
SHARES 4,345,313
BENEFICIALLY --------------------------------------------------------------
OWNED BY 6 SHARED VOTING POWER
EACH 75,710
REPORTING --------------------------------------------------------------
PERSON 7 SOLE DISPOSITIVE POWER
WITH 4,345,313
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8 SHARED DISPOSITIVE POWER
75,710
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,421,023
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not applicable
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.1%
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12 TYPE OF REPORTING PERSON*
IN (Individual)
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*SEE INSTRUCTIONS BEFORE FILLING OUT
<PAGE>
Page 3 of 4 Pages
Item 1. Issuer
Dollar Tree Stores, Inc.
500 Volvo Parkway
P.O. Box 2500
Norfolk, VA 23501-2500
Item 2. Filer
Macon F. Brock, Jr.
500 Volvo Parkway
P.O. Box 2500
Norfolk, VA 23501-2500
Common Stock
CUSIP Number: 256747 10 6
Item 3. N/A
Item 4. Ownership
Includes 841,378 shares and 1,256,600 shares issuable upon the exercise of
currently exercisable warrants which are owned by trusts for the benefit of
certain Brock family members, of which Mr. Brock is a trustee, and 75,710 shares
owned by a private foundation over which Mr. Brock and his wife, Joan P. Brock,
exercise shared control, but excludes 1,629,331 shares owned by Mrs. Brock.
(a) Amount Beneficially Owned: See Item 9 on cover page
(b) Percent of Class: See Item 11 on cover page
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
See Item 5 on cover page
(ii) shared power to vote or to direct the vote:
See Item 6 on cover page
(iii) sole power to dispose or to direct the
disposition of: See Item 7 on cover page
(iv) shared power to dispose or to direct the
disposition of: See Item 8 on cover page
Item 5. Ownership of Five Percent or Less of a Class.
Not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on By the Parent Holding Company.
Not applicable.
Item 8. Identification and Classification of Members of the Group.
Not applicable.
Item 9. Notice of Dissolution of Group.
Not applicable.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of business
and were not acquired for the purpose of and do not have the effect of changing
or influencing the control of the issuer of such securities and were not
acquired in connection with or as a participant in any transaction having such
purpose or effect.
<PAGE>
Page 4 of 4 Pages
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this Schedule 13G in connection with
beneficial ownership of the common stock of Dollar Tree Stores, Inc. at December
31, 1998 is true, complete and correct.
Date: February 16, 1999
By: /s/ Macon F. Brock
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Signature
