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                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                --------------

                                AMENDMENT NO. 1
                                    TO THE
                                  FORM 10-Q

               QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                                --------------


      FOR THE QUARTER ENDED                          COMMISSION FILE NUMBER
         AUGUST 2, 1997                                      1-5287

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

            DELAWARE                                       22-2879612
(State of other jurisdiction of                        (I.R.S. Employer
 incorporation or organization)                        Identification No.)

    301 BLAIR ROAD, P.O. BOX 5301                          07095-0915
        WOODBRIDGE, NEW JERSEY                              (Zip Code)
(Address of principal executive offices)

                               (732) 499-3000
             (Registrant's telephone number, including area code)

                            -------------------

         SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
            JUNIOR SUBORDINATED DEFERRED COUPON NOTES DUE 2003
          SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT: NONE

                            -------------------

     Indicate by check mark whether the registrant (1) has filed all reports 
required to be filed by section 13 or 15(d) of the Securities Exchange Act of 
1934 during the preceding 12 months (or for such shorter period that the 
registrant was required to file such reports), and (2) has been subject to 
such filing requirements for the past 90 days.

                    YES         X            NO
                             -------                  -------

     As of August 2, 1997, there were outstanding 100 shares of Common Stock, 
$0.10 par value, all of which are privately owned and not traded on a public 
market.

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                               PATHMARK STORES, INC.

PART II.  OTHER INFORMATION
                                           
ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

    (a)  EXHIBITS:

    NO.            DESCRIPTION
    ---            -----------

    4.4*      Credit Agreement dated as of June 30, 1997 among Pathmark Stores,
              Inc., the Lenders listed therein and The Chase Manhattan Bank as
              Administrative Agent.

    27        Financial Data Schedule

    (b)  REPORTS ON FORM 8-K:

         The registrant filed one Form 8-K during the quarter for which this 
report is filed.

    DATE OF REPORT      ITEM
    --------------      ----

    July 9, 1997        Announcement of $500 million Credit Agreement.

                                      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 thereunto duly authorized.

                                  PATHMARK STORES INC.

                                  BY   /S/ RON MARSHALL
                                       ----------------------------
                                       (RON MARSHALL)
                                       EXECUTIVE VICE PRESIDENT
                                       AND CHIEF FINANCIAL OFFICER


                                  BY   /S/ JOSEPH ADELHARDT
                                       -----------------------------
                                       (JOSEPH ADELHARDT)
                                       SENIOR VICE PRESIDENT AND CONTROLLER,
                                       CHIEF ACCOUNTING OFFICER


Date:  September 16, 1997

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*Previously filed