SEC Info - Dollar Tree Inc - ‘S-3MEF’ on 6/19/97

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Dollar Tree Inc – ‘S-3MEF’ on 6/19/97

As of: Thursday, 6/19/97 · Effective: 6/19/97 · Accession #: 912057-97-21427 · File #s: 333-28599, 333-29621

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 6/19/97  Dollar Tree Inc                   S-3MEF      6/19/97    3:10K                                    Merrill Corp/FA

Registration of Additional Securities — Form S-3
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-3MEF      Form S-3MEF (462(B))                                   4     20K 
 2: EX-5.1      Opinion re: Legality                                   1      7K 
 3: EX-23.2     Consent (Kpmg)                                         1      5K

S-3MEF — Form S-3MEF (462(B))

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AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON JUNE 19, 1997 

                                                 REGISTRATION NO. 333-
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------- 
FORM S-3
REGISTRATION STATEMENT
UNDER 
THE SECURITIES ACT OF 1933
----------------- 
DOLLAR TREE STORES, INC.
(Exact name of registrant as specified in its charter)

                                                                [Download Table]
                                                    
            VIRGINIA                  54-1387365    
(State or other jurisdiction of    (I.R.S. Employer 
 incorporation or organization)  Identification No.)

------------------------

                                                                [Download Table]
                                                                              
           2555 ELLSMERE AVENUE                       H. RAY COMPTON          
          NORFOLK COMMERCE PARK                  DOLLAR TREE STORES, INC.     
         NORFOLK, VIRGINIA 23513                   2555 ELLSMERE AVENUE       
              (757) 857-4600                      NORFOLK COMMERCE PARK       
     (Address and telephone number of            NORFOLK, VIRGINIA 23513      
registrant's principal executive offices)             (757) 857-4600          
                                           (Name, address and telephone number
                                                  of agent for service)       

------------------------
copies to:

                                                                [Download Table]
                                                                   
         WILLIAM A. OLD, JR.                 PATRICK J. RONDEAU    
HOFHEIMER, NUSBAUM, MCPHAUL & SAMUELS,         BRENT B. SILER      
      A PROFESSIONAL CORPORATION             HALE AND DORR LLP     
   999 WATERSIDE DRIVE, SUITE 1700            60 STATE STREET      
       NORFOLK, VIRGINIA 23510          BOSTON, MASSACHUSETTS 02109
            (757) 622-3366                     (617) 526-6000      

--------------------------

   APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: As soon as
practicable after this Registration Statement becomes effective.                
--------------------- 

If the only securities being registered on this Form are being offered  
pursuant to dividend or interest reinvestment plans, please check the following 
box: / /                                                                        

   If any of the securities being registered on this Form are to be offered on
a delayed or continuous basis pursuant to Rule 415 under the Securities Act of  
1933, other than securities offered only in connection with dividend or interest
reinvestment plans, check the following box: / /                                

If this Form is filed to register additional securities for an offering 
pursuant to Rule 462(b) under the Securities Act, please check the following box
and list the Securities Act registration statement number of the earlier        
effective registration statement for the same offering: /X/ Registration No.    
333-28599                                                                       

If this Form is a post-effective amendment filed pursuant to Rule 426(c)
under the Securities Act, check the following box and list the Securities Act   
registration statement number of the earlier effective registration statement   
for the same offering: / / ________                                             

  If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box: / /                                             

--------------------------

CALCULATION OF REGISTRATION FEE 

                                                        [Enlarge/Download Table]

                                                                        PROPOSED           PROPOSED                   
                                                  NUMBER OF SHARES  MAXIMUM OFFERING       MAXIMUM         AMOUNT OF  
                 TITLE OF SHARES                       TO BE             PRICE        AGGREGATE OFFERING  REGISTRATION
                TO BE REGISTERED                   REGISTERED(1)      PER SHARE(2)         PRICE(2)          FEE(1)   
                                                                                                                      
Common Stock, $0.01 Par Value....................     575,000            $47.88          $27,531,000       $8,342.73  

(1) Includes shares to cover Underwriters' over-allotment options.              

(2) Estimated pursuant to paragraph (c) of Rule 457 solely for the purpose of   
calculating the registration fee, based upon the average of the reported
  high and low sales prices for a share of Common Stock on June 17, 1997, as
reported on the Nasdaq National Market.                                 

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EXPLANATORY NOTE AND INCORPORATION BY REFERENCE 

   This registration statement is being filed with respect to the registration
of additional shares of common stock, par value $.01 per share, of Dollar Tree  
Stores, Inc., a Virginia corporation (the "Company"), pursuant to Rule 462(b)   
under the Securities Act of 1933, as amended (the "Act"). The contents of the   
earlier effective Registration Statement on Form S-3 filed by the Company with  
the Securities and Exchange Commission (the "Commission") (File No. 333-28599)  
pursuant to the Act as amended by Amendment No. 1 thereto filed with the        
Commission on June 18, 1997 are incorporated by reference into this Registration
Statement.                                                                      

  The required opinions and consents are listed on an Exhibit Index attached
hereto and filed herewith.                                                      

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SIGNATURES

  Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the    
requirements for filing on Form S-3 and has duly caused this Registration       
Statement to be signed on its behalf by the undersigned, thereunto duly         
authorized, in the City of Norfolk, Commonwealth of Virginia, on the 19th day of
June, 1997.                                                                     

                            DOLLAR TREE STORES, INC.

                                 By         /s/ H. RAY COMPTON
                                            ------------------------------------

                                            H. Ray Compton
                                            Executive Vice President and Chief
                                             Financial Officer

PURSUANT TO THE REQUIREMENTS OF THE SECURITIES ACT OF 1933, THIS        
REGISTRATION STATEMENT HAS BEEN SIGNED BY THE FOLLOWING PERSONS IN THE          
CAPACITIES AND ON THE DATES INDICATED:                                          

 SIGNATURE                       TITLE                    DATE
------------------------------  --------------------------  ------------------- 

*                                                   
------------------------------  Chairman of the Board;         June 19, 1997    
J. Douglas Perry           Director                               
   President and Chief
*                   Executive Officer;              
------------------------------    Director (principal          June 19, 1997    
Macon F. Brock, Jr.          executive officer)                       

        Executive Vice President
/s/ H. RAY COMPTON          and Chief Financial                     
------------------------------    Officer; Director            June 19, 1997    
H. Ray Compton            (principal financial and              
       accounting officer)
*                                                   
------------------------------  Vice Chairman; Director        June 19, 1997    
John F. Megrue                                                  
*                                                   
------------------------------  Director                       June 19, 1997    
Allan W. Karp                                                   
*                                                   
------------------------------  Director                       June 19, 1997    
Thomas A. Saunders, III                                                   
*                                                   
------------------------------  Director                       June 19, 1997    
Alan L. Wurtzel                                                   
*                                                   
------------------------------  Director                       June 19, 1997    
Frank Doczi                                                   

*By:     /s/ H. RAY COMPTON                                                     
-------------------------                                           
H. Ray Compton                                            
Attorney-in-Fact                                            

S-3MEF Last Page of 4 TOC 1st Previous Next ↓Bottom Just 4th
EXHIBIT INDEX 

                                                        [Enlarge/Download Table]

 EXHIBIT                                                                                                          
   NO.      DESCRIPTION                                                                                  PAGE NO. 
----------  -------------------------------------------------------------------------------------------  ---------
                                                                                                                  
       5.1  --Opinion of Hofheimer, Nusbaum, McPhaul & Samuels, a Professional Corporation, regarding             
              the legality of the securities being registered                                                     
      23.1  --Consent of Hofheimer, Nusbaum, McPhaul & Samuels, a Professional Corporation (included in           
              Exhibit 5.1 hereto)                                                                                 
      23.2  --Consent of KPMG Peat Marwick LLP, independent accountants                                           
      24.1  --Power of Attorney included in Part II of the Registration Statement on Form S-3, (No.               
              333-28599) filed by the Company on June 6, 1997

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘S-3MEF’ Filing	Date	First	Last	Other Filings

	6/20/97			424B1
Filed on / Effective on:	6/19/97	1	3
	6/18/97	2		S-3/A
	6/17/97	1
	6/6/97	4		S-3
				List all Filings

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Filing Submission 0000912057-97-021427 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Dollar Tree Inc – ‘S-3MEF’ on 6/19/97

As of: Thursday, 6/19/97 · Effective: 6/19/97 · Accession #: 912057-97-21427 · File #s: 333-28599, 333-29621

Registration of Additional Securities — Form S-3Filing Table of Contents

S-3MEF — Form S-3MEF (462(B))

Dates Referenced Herein and Documents Incorporated by Reference

Registration of Additional Securities — Form S-3
Filing Table of Contents