EXHIBIT 99.2
                         NOTICE OF GUARANTEED DELIVERY

    
     This form or one substantially equivalent hereto must be used to accept the
Exchange Offer of Rite Aid Corporation (the "Company") made pursuant to the
Prospectus, dated _____, 1999 (the "Prospectus"), if the procedure for book-
entry transfer cannot be completed on a timely basis or time will not permit all
required documents to reach the Exchange Agent prior to 5:00 p.m., New York City
time, on the Expiration Date of the Exchange Offer.  This form may be delivered
or transmitted by facsimile transmission, mail or hand delivery to Harris Trust
and Savings Bank (the "Exchange Agent") as set forth below.  In addition, in
order to utilize the guaranteed delivery procedure to tender Restricted Drs.
pursuant to the Exchange Offer, a completed, signed and dated Letter of
Transmittal (or facsimile thereof) must also be received by the Exchange Agent
prior to 5:00 p.m., New York City time, on the Expiration Date.  Capitalized
terms used but not defined herein have the meanings given to them in the
Prospectus.     

               Delivery To:  Harris Trust and Savings Bank, Exchange Agent


                                                              
 Facsimile Transmission Number:      By Hand/Overnight Delivery      By Registered or Certified Mail:
- --------------------------------    -----------------------------    --------------------------------
(For Eligible Institutions Only)    Harris Trust and Savings Bank     Harris Trust and Savings Bank
         (212) 701-7636               c/o Harris Trust Company           c/o Harris Trust Company       
 For General Information and to             of New York                        of New York
 Confirm Receipt of Facsimile by           88 Pine Street                     P.O. Box 1010     
          Telephone:                         19th Floor                    Wall Street Station
- --------------------------------         New York, NY  10005             New York, NY  10268-1010
        (212) 701-7624
 

         (Originals of all documents sent by facsimile should be sent
  promptly by registered or certified mail, by hand or by overnight courier)

     Delivery of this instrument to an address other than as set forth above, or
transmission of instructions via facsimile other than as set forth above, will
not constitute a valid delivery.

Ladies and Gentlemen:
    
     Upon the terms and conditions set forth in the Prospectus and the
accompanying Letter of Transmittal, the undersigned hereby tenders to the
Company the principal amount of Restricted Drs. set forth below, pursuant to the
guaranteed delivery procedure described in "Exchange Offer--Guaranteed Delivery
Procedures" section of the Prospectus.     

 
Principal Amount of Outstanding Drs. Tendered:/*/


$__________________________________________


Provide account number for Restricted Drs.
to be delivered by book-entry transfer to
the Depository Trust Company.


Account Number _____________________________




- ----------------------
/*/Must be in denominations of principal amount of $1,000 and any integral
multiple thereof.

 
All authority herein conferred or agreed to be conferred shall survive the death
or incapacity of the undersigned and every obligation of the undersigned
hereunder shall be binding upon the heirs, personal representatives, successors
and assigns of the undersigned.


                                PLEASE SIGN HERE


X_______________________________________________________________________________

X_______________________________________________________________________________

     Signature(s) of Owner(s)                                Date
     or Authorized Signatory

     Area Code and Telephone Number:

     Must be signed by the holder(s) of Restricted Drs. as their name(s)
appear(s) on a security position listing or by person(s) authorized to become
registered holder(s) by documents transmitted with this Notice of Guaranteed
Delivery.  If signature is by a trustee, executor, administrator, guardian,
attorney-in-fact, officer or the person acting in a fiduciary or representative
capacity, such person must set forth his or her full title below.

                      Please print name(s) and address(es)


Name(s):________________________________________________________________________


Capacity:_______________________________________________________________________

Address(es):____________________________________________________________________

            ____________________________________________________________________

 
                                   GUARANTEE

     The undersigned, a member or participant in the Securities Transfer Agents
Medallion Program, the New York Stock Exchange Medallion Signature Program or
the Stock Exchange Medallion Program, on an "eligible guarantor institution"
within the meaning of Rule 17Ad-15 under the Securities Exchange Act of 1934, as
amended, hereby guarantees that timely confirmation of the book-entry transfer
of such Restricted Drs. into the Exchange Agent's account at the Depository
Trust Company pursuant to the procedures set forth in "Exchange Offer--
Guaranteed Delivery Procedures" section of the Prospectus, together with a
properly completed and duly executed Letter of Transmittal (or a manually signed
facsimile thereof) with any required signature guarantee and any other documents
required by the Letter of Transmittal, will be received by the Exchange Agent at
the address set forth above, no later than three business days after the date of
the delivery hereof.

Name of Firm:__________________________________________________________________

Authorized Signature:__________________________________________________________

Title:_________________________________________________________________________

Name:__________________________________________________________________________

Address:_______________________________________________________________________
                              (Please Type or Print)

Area Code and Tel. No._________________________________________________________

Dated:_________________________________________________________________________