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Filing Details

Accession Number:: 0001209191-15-007081
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-01-28 17:05:56
Reporting Period:: 2015-01-26

Filing Date:: 2015-01-28
Accepted Time:: 2015-01-28 17:05:56
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
34408	Family Dollar Stores Inc	FDO	Retail-Variety Stores (5331)	560942963

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1257864	P Edward Garden	280 Park Avenue 41St Floor New York NY 10017		Yes	No	No	No
1345471	Trian Fund Management, L.p.	280 Park Avenue 41St Floor New York NY 10017		Yes	No	No	Yes

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, $0.10 Par Value	Acquisiton	2015-01-26	1,179	$0.00	1,179	No	4	A	Direct
Common Stock, $0.10 Par Value	Disposition	2015-01-26	6,000,000	$76.05	2,366,386	No	4	S	Indirect	Please see explanation below
Common Stock, $0.10 Par Value	Disposition	2015-01-26	1,981	$76.54	2,364,405	No	4	S	Indirect	Please see explanation below
Common Stock, $0.10 Par Value	Disposition	2015-01-27	2,361,405	$76.30	3,000	No	4	S	Indirect	Please see explanation below

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	A	Direct
No	4	S	Indirect	Please see explanation below
No	4	S	Indirect	Please see explanation below
No	4	S	Indirect	Please see explanation below

Footnotes

Grant of Common Stock made pursuant to Directors' Share Awards Guidelines adopted pursuant to the shareholder approved Family Dollar Stores, Inc. 2006 Incentive Plan.
In connection with his service on the Board of the Issuer, Mr. Garden previously received 1,389 shares from the Issuer. On November 14, 2014, Mr. Garden transferred these shares to Trian Fund Management, L.P. ("Trian Management"), for no consideration, pursuant to an agreement, dated as of September 28, 2011, between Mr. Garden and Trian Management relating to fees paid to Mr. Garden in connection with his service on the Board of the Issuer.
Trian Management serves as the management company for Trian Partners, L.P., Trian Partners Master Fund, L.P., Trian Partners Parallel Fund I, L.P., Trian Partners Master Fund (ERISA), L.P. and Trian Partners Strategic Investment Fund, L.P. (collectively, the "Trian Entities"), and as such determines the investment and voting decisions of the Trian Entities with respect to the shares of the Issuer held by them. Mr. Garden is a member of Trian Fund Management GP, LLC, which is the general partner of Trian Management, and therefore is in a position to determine the investment and voting decisions made by Trian Management on its own behalf and on behalf of the Trian Entities.
(FN 3, contd.) Accordingly, Mr. Garden may be deemed to indirectly beneficially own (as that term is defined in Rule 13d-3 under the Securities Exchange Act of 1934) the shares beneficially owned by Trian Management and the Trian Entities. The Reporting Persons disclaim beneficial ownership of such shares except to the extent of their respective pecuniary interests therein and this report shall not be deemed an admission that the Reporting Persons are the beneficial owner of such securities for purposes of Section 16 or for any other purpose. Mr. Garden is a director of the Issuer.