SECURITIES AND EXCHANGE COMMISSION
                          Washington, DC 20549



                                FORM 8-K




                             CURRENT REPORT

                 PURSUANT TO SECTION 13 or 15(d) OF THE
                   SECURITIES AND EXCHANGE ACT of 1934


                  December 15, 1995 (December 13, 1995)
    Date of Report (Date of Earliest Event Reported) December 7, 1995



                         LOWE'S COMPANIES, INC.
         (Exact name of registrant as specified in its charter)


     North Carolina                      0-94                    56-0578072
State or other jurisdiction      (Commission File No.)         I.R.S. Employer
    of incorporation)                                       (Identification No.)

                         P.O. Box 1111
          North Wilkesboro, North Carolina 28656-0001
           (Address of principal executive offices)


                        (910) 651-4000
     (Registrant's telephone number, including area code)


                              N/A
 (former name or former address, if changed since last report)








ITEM 7.           FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
                  INFORMATION AND EXHIBITS



(c) The  following  exhibits  are  filed in  connection  with  the  Registrant's
offering of $100 million  principal amount of Senior Notes pursuant to its shelf
registration  statement  on Form S-3 (file no.  33-51865).  The offering is made
only by means of a prospectus.

         Exhibits

     1.1  Purchase  Agreement,  dated as of December 13,  1995,  between  Lowe's
Companies,  Inc.  and  Merrill  Lynch,  Pierce,  Fenner & Smith  Incorprated  as
representative of the underwriters.

     4.1 Amended and Restated  Indenture,  dated as of December 1, 1995, between
Lowe's Companies, Inc. and First National Bank of Chicago, as trustee.

     4.2 Form of Lowes Companies, Inc. 6 3/8% Senior Note due December 15, 2005

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                                   SIGNATURE

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 hereunto duly authorized.




                                                          LOWE'S COMPANIES, INC.



December 15, 1995                                             /s/Kenneth Neal
Date                                                          Kenneth A. Neal
                                                             Assistant Treasurer






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                                 EXHIBIT INDEX



         1.1      Purchase Agreement, dated as of December 13, 1995, between
                  Lowe's Companies, Inc. and Merrill Lynch, Pierce, Fenner &
                  Smith Incorprated as representative of the underwriters.

         4.1      Amended and Restated Indenture, dated as of December 1, 1995,
                  between Lowe's Companies, Inc. and First National Bank of
                  Chicago, as trustee.

         4.2      Form of Lowes Companies, Inc. 6 3/8% Senior Note due December
                  15, 2005