Exhibit 24

                                POWER OF ATTORNEY

     Each person whose signature appears below does hereby make,  constitute and
appoint Donald S. Shaffer, James J. Hagan and Susan S. Lanigan and each of them,
with  full  power  to act as his or her true and  lawful  attorneys-in-fact  and
agents,  in his or her name, place and stead to execute on his or her behalf, as
an  officer  and/or  director  of  Dollar  General   Corporation,   a  Tennessee
corporation (the "Company"),  one or more Registration Statements of the Company
on  Form  S-8  (the  "Registration  Statements")  for  the  registration  of the
Company's  Common Stock and plan interests in connection with the Dollar General
401(k)  Savings and  Retirement  Plan, as such Plan may be amended,  modified or
restated  from  time to time,  and any and all  amendments  to the  Registration
Statements  (including  post-effective  amendments),  and file the same with all
exhibits  thereto  and  other  documents  in  connection  therewith,   with  the
Securities and Exchange Commission (the "SEC") pursuant to the Securities Act of
1933,  as amended (the "Act"),  and any and all other  instruments  which any of
said  attorneys-in-fact  and agents  deems  necessary or advisable to enable the
Company to comply with the Act, the rules,  regulations and  requirements of the
SEC in respect  thereof,  and the securities laws of the United States,  and any
state or other  governmental  subdivision,  giving and  granting to each of said
attorneys-in-fact and agents full power and authority to do and perform each and
every act and thing whatsoever  necessary or appropriate to be done in and about
the  premises  as  fully  to all  intents  as he or she  might  or  could  do if
personally  present at the doing thereof,  with full power of  substitution  and
resubstitution,  hereby  ratifying  and  confirming  all  that  his or her  said
attorneys-in-fact and agents or substitutes may or shall lawfully do or cause to
be done by virtue hereof.

     IN WITNESS  WHEREOF,  each of the undersigned has hereunto  subscribed this
power of attorney on the dates indicated below.



Signature                                Capacity             Date
- ---------                                --------             ----

/s/ David L. Bere
- ----------------------------             Director             December 28, 2002
DAVID L. BERE

/s/ Dennis C. Bottorff
- ----------------------------             Director             December 20, 2002
DENNIS C. BOTTORFF

/s/ Barbara L. Bowles
- ----------------------------             Director             December 20, 2002
BARBARA L. BOWLES

/s/ James L. Clayton
- ----------------------------             Director             January 21, 2003
JAMES L. CLAYTON



/s/ Reginald D. Dickson
- ----------------------------             Director             January 21, 2003
REGINALD D. DICKSON

/s/ E. Gordon Gee
- ----------------------------             Director             January 21, 2003
E. GORDON GEE

/s/ John B. Holland
- ----------------------------             Director             January 21, 2003
JOHN B. HOLLAND

/s/ Barbara M. Knuckles
- ----------------------------             Director             January 21, 2003
BARBARA M. KNUCKLES

/s/ James D. Robbins
- ----------------------------             Director             January 21, 2003
JAMES D. ROBBINS

/s/ Cal Turner
- ----------------------------             Director             January 21, 2003
CAL TURNER

/s/ David M. Wilds
- ----------------------------              Director            January 21, 2003
DAVID M. WILDS

/s/ William S. Wire, II
- ----------------------------              Director            January 21, 2003
WILLIAM S. WIRE, II

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