<PAGE>
Rule 424(b)(3)
File No. 33-59612
PROSPECTUS SUPPLEMENT NO. 3 DATED DECEMBER 17, 1996
TO PROSPECTUS DATED JUNE 11, 1996
PATHMARK STORES, INC.
9-5/8% SENIOR SUBORDINATED NOTES DUE 2003
11-5/8% SUBORDINATED NOTES DUE 2002
12-5/8% SUBORDINATED DEBENTURES DUE 2002
JUNIOR SUBORDINATED DEFERRED COUPON NOTES DUE 2003
THIS PROSPECTUS SUPPLEMENT IS INTENDED TO BE READ
IN CONJUNCTION WITH THE PROSPECTUS DATED JUNE 11, 1996
RECENT OPERATING RESULTS. Attached hereto is the Company's Quarterly Report
on Form 10-Q for the quarter ended November 2, 1996, which includes, among
other things, the unaudited consolidated financial statements of the Company
for the three and nine months ended November 2, 1996 and Management's
Discussion and Analysis of Financial Condition and Results of Operations for
the three and nine months ended November 2, 1996.
--------------------------
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS
THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS
PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.
