FORM 8-K


                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON D.C. 20549




                                 CURRENT REPORT
                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934


                          Date of Report: February 5, 1999

                 Date of Earliest Event Reported: December 10, 1998


                            DOLLAR TREE STORES, INC.
             (Exact name of registrant as specified in its charter)

                         COMMISSION FILE NUMBER: 0-25464

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

                                500 Volvo Parkway
                              Chesapeake, VA 23320
                    (Address of principal executive offices)

       Registrant's telephone number, including area code: (757) 321-5000




ITEM 5. OTHER EVENTS

Dollar Tree  Stores,  Inc.,  completed  its merger with Step Ahead  Investments,
Inc.,  on  December  10,  1998.   This   transaction  was  accounted  for  as  a
pooling-of-interests,  accordingly  all  prior  period  financial  data has been
restated on a combined basis. The following information, attached as Exhibit 99,
is being provided to investors to assist them in their financial analysis of the
combined Company.






                                   SIGNATURES

     Pursuant  to the  requirements  of  Section  13 or 15(d) of the  Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.


                                         DOLLAR TREE STORES, INC.
                                                   (Registrant)


Date: February 5, 1999                   By:  /s/ Frederick C. Coble
                                             -----------------------------
                                             Frederick C. Coble
                                             Senior Vice President,
                                             Chief Financial Officer