UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549


FORM 8-K

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


Date of Report (Date of earliest event reported): January 8, 2015


Family Dollar Stores, Inc.
(Exact name of registrant as specified in charter)

Registrant’s telephone number, including area code:    (704) 847-6961

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02.   Results of Operations and Financial Condition.

On January 8, 2015, Family Dollar Stores, Inc. (the “Company”) issued a news release that reported earnings for the first quarter ended November 29, 2014.  A copy of the news release is attached hereto as Exhibit 99 and is incorporated herein by reference.

Item 7.01.   Regulation FD Disclosure.

On January 8, 2015, the Company will hold a conference call to discuss its earnings for the first quarter ended November 29, 2014, and other matters relating to the Company’s plans, operations and financial condition.  A copy of the presentation used during the conference call will be available at the time of the call in the Investor Relations area of the Company’s website at www.familydollar.com.

Item 9.01.   Financial Statements and Exhibits.

(d)  Exhibits

99 – News Release dated January 8, 2015

SIGNATURES

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.