<Page>
                                                                     Exhibit 4.3




                            [FACE OF GLOBAL SECURITY]

      THIS NOTE WAS ISSUED WITH ORIGINAL ISSUE DISCOUNT, FOR PURPOSES OF
SECTIONS 1272, 1273 AND 1275 OF THE UNITED STATES INTERNAL REVENUE CODE OF 1986,
AS AMENDED. THE ISSUE PRICE OF THIS NOTE WAS $572.76 PER $1,000 OF PRINCIPAL
AMOUNT AT MATURITY; THE AMOUNT OF ORIGINAL ISSUE DISCOUNT, INCLUDING CASH
INTEREST PAYABLE THROUGH APRIL 16, 2007 TAXABLE AS ORIGINAL ISSUE DISCOUNT UNDER
TREASURY REGULATION SECTION 1.1273-1, IS $534.63 PER $1,000 OF PRINCIPAL AMOUNT
AT MATURITY; THE ISSUE DATE IS APRIL 16, 2002; AND THE YIELD TO MATURITY FOR THE
PURPOSES OF ACCRUING TAX ORIGINAL ISSUE DISCOUNT IS 3.75% PER ANNUM, CALCULATED
ON A SEMIANNUAL BOND EQUIVALENT BASIS.

      UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF
THE DEPOSITORY TRUST COMPANY TO THE ISSUER OR ITS AGENT FOR REGISTRATION OF
TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE
NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY (AND ANY PAYMENT HEREON IS MADE
TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED
REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY), ANY TRANSFER, PLEDGE OR OTHER
USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE
REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

      TRANSFERS OF THIS GLOBAL SECURITY SHALL BE LIMITED TO TRANSFERS IN WHOLE,
BUT NOT IN PART, TO NOMINEES OF THE DEPOSITORY TRUST COMPANY, OR TO A SUCCESSOR
THEREOF OR SUCH SUCCESSOR'S NOMINEE AND TRANSFERS OF PORTIONS OF THIS GLOBAL
SECURITY SHALL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS
SET FORTH IN ARTICLE TWO OF THE INDENTURE REFERRED TO ON THE REVERSE HEREOF.

      THIS SECURITY AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION OF
THIS SECURITY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS
AMENDED (THE "SECURITIES ACT"), OR ANY STATE SECURITIES LAWS. NEITHER THIS
SECURITY, THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION OF THIS SECURITY
NOR ANY INTEREST OR PARTICIPATION HEREIN OR THEREIN MAY BE REOFFERED, SOLD,
ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF IN THE
ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT
SUBJECT TO, REGISTRATION.

      THE HOLDER OF THIS SECURITY, BY ITS ACCEPTANCE HEREOF, AGREES TO OFFER,
SELL, OR OTHERWISE TRANSFER SUCH SECURITY, PRIOR TO THE DATE (THE "RESALE
RESTRICTION TERMINATION DATE"), WHICH IS TWO YEARS AFTER THE LATER OF THE LAST
DAY SECURITIES OF THIS ISSUE WERE ISSUED AND THE LAST DATE ON WHICH DUANE READE
INC. (THE "COMPANY" OR THE "ISSUER")

<Page>

OR ANY AFFILIATE OF THE COMPANY WAS THE OWNER OF THIS SECURITY (OR ANY
PREDECESSOR OF SUCH SECURITY) ONLY (A) TO THE COMPANY OR ANY SUBSIDIARY THEREOF,
(B) FOR SO LONG AS THE SECURITIES ARE ELIGIBLE FOR RESALE PURSUANT TO RULE 144A,
TO A PERSON IT REASONABLY BELIEVES IS A "QUALIFIED INSTITUTIONAL BUYER" AS
DEFINED IN RULE 144A UNDER THE SECURITIES ACT THAT PURCHASES FOR ITS OWN ACCOUNT
OR FOR THE ACCOUNT OF A QUALIFIED INSTITUTIONAL BUYER TO WHICH NOTICE IS GIVEN
THAT THE TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A, (C) TO AN
INSTITUTIONAL "ACCREDITED INVESTOR" WITHIN THE MEANING OF SUBPARAGRAPH (A)(1),
(2),(3) OR (7) OF RULE 501 UNDER THE SECURITIES ACT THAT IS ACQUIRING THE
SECURITY FOR ITS OWN ACCOUNT, OR FOR THE ACCOUNT OF SUCH AN INSTITUTIONAL
"ACCREDITED INVESTOR," FOR INVESTMENT PURPOSES AND NOT WITH A VIEW TO, OR FOR
OFFER OR SALE IN CONNECTION WITH, ANY DISTRIBUTION IN VIOLATION OF THE
SECURITIES ACT, (D) PURSUANT TO A REGISTRATION STATEMENT WHICH HAS BEEN DECLARED
EFFECTIVE UNDER THE SECURITIES ACT OR (E) PURSUANT TO ANOTHER AVAILABLE
EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT, SUBJECT TO
THE COMPANY'S AND THE TRUSTEE'S RIGHT PRIOR TO ANY SUCH OFFER, SALE OR TRANSFER
PURSUANT TO CLAUSE (C) OR (E) TO REQUIRE THE DELIVERY OF AN OPINION OF COUNSEL,
CERTIFICATION AND/OR OTHER INFORMATION SATISFACTORY TO EACH OF THEM, AND IN EACH
OF THE FOREGOING CASES, A CERTIFICATE OF TRANSFER IN THE FORM APPEARING ON THE
OTHER SIDE OF THIS SECURITY IS COMPLETED AND DELIVERED BY THE TRANSFEROR TO THE
TRUSTEE. THIS LEGEND WILL BE REMOVED UPON THE REQUEST OF ANY HOLDER THAT IS NOT
AN AFFILIATE OF THE COMPANY AFTER THE RESALE RESTRICTION TERMINATION DATE.

      THE FOREGOING LEGEND MAY BE REMOVED FROM THIS SECURITY ON SATISFACTION OF
THE CONDITIONS SPECIFIED IN THE INDENTURE.

<Page>


                                DUANE READE INC.
                        Senior Convertible Note due 2022

No. A-1                                         CUSIP:  263578AB2
Issue Date:  April 16, 2002                     Original Issue Discount: $534.63
Issue Price:  $572.76                           (for each $1,000 Principal
(for each $1,000 Principal                      Amount at Maturity)
Amount at Maturity)

     DUANE READE INC., a Delaware corporation, promises to pay to Cede & Co. or
registered assigns, the Principal Amount at Maturity of THREE HUNDRED AND
THIRTY-ONE MILLION SEVEN HUNDRED AND TWENTY-EIGHT THOUSAND DOLLARS
($331,728,000) on April 16, 2022.

     This Security shall not bear interest except as specified on the other side
of this Security. Original Issue Discount will accrue as specified on the other
side of this Security. This Security is convertible as specified on the other
side of this Security.

     Additional provisions of this Security are set forth on the other side of
this Security.

Dated: April 16, 2002                         DUANE READE INC.

                                              By:
                                                 -------------------------------
                                                 Title:

TRUSTEE'S CERTIFICATE OF
  AUTHENTICATION

STATE STREET BANK AND TRUST COMPANY,
as Trustee, certifies that this
is one of the Securities referred
to in the within-mentioned Indenture.

By:
   -------------------------------
         Authorized Officer

Dated:
      -------------------------------

<Page>

                             [REVERSE SIDE OF NOTE]
                        Senior Convertible Note due 2022

1.   Interest.

     The Company promises to pay interest in cash on the Principal Amount at
Maturity of this Note at the rate per annum of 2.1478% from the Issue Date, or
from the most recent date to which interest has been paid or provided for, until
April 16, 2007. During such period, the Company will pay cash interest
semiannually in arrears on April 16 and October 16 of each year (each an
"INTEREST PAYMENT DATE") to Holders of record at the close of business on each
April 1 and October 1 (whether or not a business day) (each a "REGULAR RECORD
DATE") immediately preceding such Interest Payment Date. Cash interest on the
Securities will accrue from the most recent date to which interest has been paid
or duly provided or, if no interest has been paid, from the Issue Date. Cash
interest will be computed on the basis of a 360-day year of twelve 30-day
months.

     After April 16, 2007, this Security shall not bear interest, except as
specified in this paragraph or in paragraph 11 hereof. If the Principal Amount
at Maturity hereof or any portion of such Principal Amount at Maturity is not
paid when due (whether upon acceleration pursuant to Section 6.02 of the
Indenture, upon the date set for payment of the Redemption Price pursuant to
paragraph 6 hereof, upon the date set for payment of the Purchase Price or
Change in Control Purchase Price pursuant to paragraph 7 hereof or upon the
Stated Maturity of this Security) or if installments of cash interest are not
paid when due in accordance with paragraph 11 hereof, then in each such case the
overdue amount shall, to the extent permitted by law, bear interest at the rate
of 3.75% per annum, compounded semiannually, which interest shall accrue from
the date such overdue amount was originally due to the date payment of such
amount, including interest thereon, has been made or duly provided for. All such
interest shall be payable on demand. The accrual of such interest on overdue
amounts shall be in lieu of, and not in addition to, the continued accrual of
Original Issue Discount or cash interest.

     Original Issue Discount (the difference between the Issue Price and the
Principal Amount at Maturity of the Security), in the period during which a
Security remains outstanding, shall accrue at 3.75% per annum, on a semiannual
bond equivalent basis using a 360-day year composed of twelve 30-day months,
from the Issue Date of this Security.

2.   Method of Payment.

     Subject to the terms and conditions of the Indenture, the Company will make
payments in respect of Redemption Prices, Purchase Prices, Change in Control
Purchase Prices and at Stated Maturity to Holders who surrender Securities to a
Paying Agent to collect such payments in respect of the Securities. In addition,
the Company will pay cash interest from the Issue Date until April 16, 2007, as
more fully described in paragraph 1 hereof. The Company will pay any cash
amounts in money of the United States that at the time of payment is legal
tender for payment of public and private debts. However, the Company may make
such cash payments by check payable in such money.

<Page>

3.   Paying Agent, Conversion Agent and Registrar.

     Initially, State Street Bank and Trust Company, a Massachusetts chartered
trust company (the "TRUSTEE"), will act as Paying Agent, Conversion Agent and
Registrar. The Company may appoint and change any Paying Agent, Conversion Agent
and Registrar or co-registrar without notice, other than notice to the Trustee
except that the Company will maintain at least one Paying Agent in the State of
New York, City of New York, Borough of Manhattan, which shall initially be an
office or agency of the Trustee. The Company or any of its Subsidiaries or any
of their Affiliates may act as Paying Agent, Conversion Agent, Registrar or
co-registrar.

4.   Indenture.

     The Company issued and the Guarantors have guaranteed the Securities
pursuant to an Indenture dated as of April 16, 2002 (the "INDENTURE"), among the
Company, the Guarantors and the Trustee. The terms of the Securities include
those stated in the Indenture and those made part of the Indenture by reference
to the Trust Indenture Act of 1939, as in effect from time to time (the "TIA").
Capitalized terms used herein and not defined herein have the meanings ascribed
thereto in the Indenture. The Securities are subject to all such terms, and
Securityholders are referred to the Indenture and the TIA for a statement of
those terms.

     The Securities and the Guarantees are general unsecured and unsubordinated
obligations, of the Company and the Guarantors, respectively, limited to
$381,488,000 aggregate Principal Amount at Maturity (subject to Section 2.07 of
the Indenture). The Indenture does not limit other indebtedness of the Company,
secured or unsecured.

5.   [Intentionally Deleted]

6.   Redemption at the Option of the Company.

     No sinking fund is provided for the Securities. The Securities are
redeemable as a whole, or from time to time in part, at any time at the option
of the Company in accordance with the Indenture at the Redemption Prices set
forth below, provided that the Securities are not redeemable prior to April 16,
2007.

     The table below shows Redemption Prices of a Security per $1,000 Principal
Amount at Maturity on the dates shown below and at Stated Maturity, which prices
reflect accrued Original Issue Discount calculated to each such date. The
Redemption Price of a Security redeemed between such dates shall include an
additional amount reflecting the additional Original Issue Discount accrued
since the immediately preceding date in the table but not including the
Redemption Date.

                                        2
<Page>

<Table>
<Caption>
                                                   (1)                 (2)                 (3)
                                                                     Accrued            Redemption
                                                   Note           Original Issue          Price
Redemption Date                                 Issue Price          Discount            (1)+(2)
---------------                                 -----------         ---------           ---------
<S>                                             <C>                 <C>                <C>
                                                $                   $                  $
April 16
2007.....................................         572.76                0.00              572.76
2008.....................................         572.76               21.68              594.44
2009.....................................         572.76               44.18              616.94
2010.....................................         572.76               67.53              640.29
2011.....................................         572.76               91.77              664.53
2012.....................................         572.76              116.92              689.68
2013.....................................         572.76              143.03              715.79
2014.....................................         572.76              170.12              742.88
2015.....................................         572.76              198.24              771.00
2016.....................................         572.76              227.42              800.18
2017.....................................         572.76              257.71              830.47
2018.....................................         572.76              289.14              861.90
2019.....................................         572.76              321.77              894.53
2020.....................................         572.76              355.63              928.39
2021.....................................         572.76              390.77              963.53
At stated maturity.......................         572.76              427.24            1,000.00
</Table>

     If this Security has been converted to a semiannual coupon note following
the occurrence of a Tax Event, the Redemption Price will be equal to the
Restated Principal Amount plus accrued and unpaid interest from the date of such
conversion to but not including the Redemption Date; but in no event will this
Security be redeemable before April 16, 2007.

7.   Purchase by the Company at the Option of the Holder.

     Subject to the terms and conditions of the Indenture, the Company shall
become obligated to purchase, at the option of the Holder, the Securities held
by such Holder on the following Purchase Dates and at the following Purchase
Prices, plus accrued and unpaid cash interest, if any, per $1,000 Principal
Amount at Maturity, upon delivery of a Purchase Notice containing the
information set forth in the Indenture, at any time from the opening of business
on the date that is 20 Business Days prior to such Purchase Date until the close
of business on the day immediately preceding such Purchase Date and upon
delivery of the Securities to the Paying Agent by the Holder as set forth in the
Indenture.

<Table>
<Caption>
     PURCHASE DATE                                        PURCHASE PRICE
     -------------                                        --------------
     <S>                                                  <C>
     April 16, 2007                                       $ 572.76

     April 16, 2012                                       $ 689.68

     April 16, 2017                                       $ 830.47
</Table>

                                        3
<Page>

     The Purchase Price (equal to the Issue Price plus accrued Original Issue
Discount to the Purchase Date) may be paid, at the option of the Company, in
cash or by the issuance and delivery of shares of Common Stock of the Company,
or in any combination thereof in accordance with the Indenture.

     If prior to a Purchase Date this Security has been converted to a
semiannual coupon note following the occurrence of a Tax Event, the Purchase
Price will be equal to the Restated Principal Amount plus accrued and unpaid
cash interest from the date of conversion to the Purchase Date as provided in
the Indenture.

     At the option of the Holder and subject to the terms and conditions of the
Indenture, the Company shall become obligated to purchase the Securities held by
such Holder no later than 30 Business Days after the occurrence of a Change in
Control of the Company for a Change in Control Purchase Price equal to the Issue
Price plus accrued Original Issue Discount or accrued and unpaid cash interest
to but not including the Change in Control Purchase Date, which Change in
Control Purchase Price shall be paid in cash. If prior to a Change in Control
Purchase Date this Security has been converted to a semiannual coupon note
following the occurrence of a Tax Event, the Change in Control Purchase Price
shall be equal to the Restated Principal Amount plus accrued cash interest from
the date of conversion to the Change in Control Purchase Date.

     A third party may make the offer and purchase of the Securities in lieu of
the Company in accordance with the Indenture.

     Holders have the right to withdraw any Purchase Notice or Change in Control
Purchase Notice, as the case may be, by delivering to the Paying Agent a written
notice of withdrawal in accordance with the provisions of the Indenture.

     If cash (and/or securities if permitted under the Indenture) sufficient to
pay the Purchase Price or Change in Control Purchase Price, as the case may be,
of all Securities or portions thereof to be purchased as of the Purchase Date or
the Change in Control Purchase Date, as the case may be, is deposited with the
Paying Agent on the Business Day following the Purchase Date or the Change in
Control Purchase Date, as the case may be, Original Issue Discount or cash
interest, if any, shall cease to accrue on such Securities (or portions thereof)
on such Purchase Date or Change in Control Purchase Date, as the case may be,
and the Holder thereof shall have no other rights as such (other than the right
to receive the Purchase Price or Change in Control Purchase Price, as the case
may be, if any, upon surrender of such Security).

8.   Notice of Redemption.

     Notice of redemption will be mailed at least 30 days but not more than 60
days before the Redemption Date to each Holder of Securities to be redeemed at
the Holder's registered address. If money sufficient to pay the Redemption Price
of, and accrued and unpaid cash interest, if any, with respect to, all
Securities (or portions thereof) to be redeemed on the Redemption Date is
deposited with the Paying Agent prior to or on the Redemption Date, on such
Redemption Date, Original Issue Discount or accrued cash interest shall cease to
accrue on such Securities or portions thereof. Securities in denominations
larger than $1,000 of Principal Amount at Maturity

                                        4
<Page>

may be redeemed in part but only in integral multiples of $1,000 of Principal
Amount at Maturity.

9.   Conversion.

     Subject to the provisions of this paragraph 9 and notwithstanding the fact
that any other condition to conversion described below has not been satisfied,
Holders may convert the Securities into Common Stock on a Conversion Date in any
fiscal quarter commencing after June 29, 2002, if, as of the last day of the
preceding fiscal quarter, the Sale Price of the Common Stock for at least 20
trading days in a period of 30 consecutive trading days ending on the last
trading day of such preceding fiscal quarter is greater than the conversion
trigger price per share. The "CONVERSION TRIGGER PRICE" for any fiscal quarter
shall be 110% of the accreted conversion price per share of Common Stock on the
last trading day of such preceding calendar quarter. If the foregoing condition
is satisfied, then the Securities will be convertible at any time of the option
of the Holder, through their maturity.

     The "ACCRETED CONVERSION PRICE PER SHARE" of Common Stock as of any day
equals the quotient of:

          -    the Issue Price and accrued Original Issue Discount or accrued
               cash interest to that day, divided by

          -    the number of shares of Common Stock issuable upon conversion of
               $1,000 Principal Amount at Maturity of Securities on that day.

     CONVERSION BASED ON TRADING PRICE OF THE SECURITIES. Subject to the
provisions of this paragraph and the Indenture and notwithstanding the fact that
any other condition to conversion described below has not been satisfied, on or
before April 16, 2017, the Securities may be surrendered for conversion at any
time after a 10 consecutive trading-day period in which the average of the
trading prices for the Securities for that 10 trading-day period was less than
103% of the average conversion value for the Securities during that period.

     The conversion value of a Security is equal to the product of the closing
sale price for shares of Common Stock on a given day multiplied by the then
current conversion rate, which is the number of shares of Common Stock into
which each Security is then convertible. The trading price of the Securities on
any date of determination is the average of the secondary market bid quotations
per Security obtained by the Company or a calculation agent for $2,500,000
principal amount of Securities at approximately 3:30 p.m., New York City time,
on such determination date from two independent nationally recognized securities
dealers selected by the Company, provided that if at least two such bids cannot
reasonably be obtained by the Company or a calculation agent, but one such bid
is obtained, then this one bid shall be used.

     CONVERSION UPON REDEMPTION. Subject to the provisions of this paragraph 9
and notwithstanding the fact that any other condition described herein to
conversion has not been satisfied, a Holder may convert into Common Stock a
Security or portion of a Security which has been called for redemption pursuant
to paragraph 6 hereof, but such Securities may be

                                        5
<Page>

surrendered for conversion until the close of business on the second Business
Day immediately preceding the Redemption Date.

     CONVERSION UPON CERTAIN DISTRIBUTIONS. Subject to the provisions of this
paragraph 9 and notwithstanding the fact that any other condition to conversion
has not been satisfied, in the event that the Company declares a dividend or
distribution described in Section 11.07 of the Indenture, or a dividend or a
distribution described in Section 11.08 of the Indenture where, the fair market
value, per share, of such dividend or distribution per share of Common Stock, as
determined in the Indenture, exceeds 15% of the Sale Price of the Common Stock
on the Business Day immediately preceding the date of declaration for such
dividend or distribution, the Securities may be surrendered for conversion
beginning on the date the Company gives notice to the Holders of such right,
which shall not be less than 20 days prior to the Ex-Dividend Time for such
dividend or distribution, and Securities may be surrendered for conversion at
any time thereafter until the close of business on the Business Day prior to the
Ex-Dividend Time or until the Company announces that such dividend or
distribution will not take place.

     CONVERSION UPON OCCURRENCE OF CERTAIN CORPORATE TRANSACTIONS. Subject to
the provisions of this paragraph 9 and notwithstanding the fact that any other
condition described herein to conversion has not been satisfied, in the event
the Company is a party to a consolidation, merger or binding share exchange
pursuant to which the Common Stock would be converted into cash, securities or
other property as set forth in Section 11.14 of the Indenture, the Securities
may be surrendered for conversion at any time from and after the date which is
15 days prior to the date announced by the Company as the anticipated effective
time until 15 days after the actual effective date of such transaction, and at
the effective time of such transaction the right to convert a Security into
Common Stock will be deemed to have changed into a right to convert it into the
kind and amount of cash, securities or other property which the holder would
have received if the holder had converted its Security immediately prior to the
transaction.

     A Security in respect of which a Holder has delivered a Purchase Notice or
Change in Control Purchase Notice exercising the option of such Holder to
require the Company to purchase such Security may be converted only if such
notice of exercise is withdrawn in accordance with the terms of the Indenture.

     The initial Conversion Rate is 14.1265 shares of Common Stock per $1,000
Principal Amount at Maturity, subject to adjustment in certain events described
in the Indenture. The Company will deliver cash or a check in lieu of any
fractional share of Common Stock. The ability to surrender Securities for
conversion will expire at the close of business on April 16, 2022.

     In the event the Company exercises its option pursuant to Section 10.01 of
the Indenture to have interest in lieu of Original Issue Discount or cash
interest accrue on the Security following a Tax Event, the Holder will be
entitled on conversion to receive the same number of shares of Common Stock such
Holder would have received if the Company had not exercised such option.

     Accrued and unpaid interest in lieu of Original Issue Discount and cash
interest will not be paid on Securities that are converted; provided, however
that Securities surrendered for

                                        6
<Page>

conversion during the period, in the case of interest in lieu of Original Issue
Discount, from the close of business on any Regular Record Date next preceding
any Interest Payment Date to the opening of business on such Interest Payment
Date, shall be entitled to receive such interest, in lieu of Original Issue
Discount, payable on such Securities on the corresponding Interest Payment Date
and (except Securities with respect to which the Company has mailed a notice of
redemption) Securities surrendered for conversion during such periods must be
accompanied by payment of an amount equal to the interest in lieu of Original
Issue Discount with respect thereto that the registered Holder is to receive.

     To convert a Security, a Holder must (1) complete and manually sign the
conversion notice (or complete and manually sign a facsimile of such notice) and
deliver such notice to the Conversion Agent, (2) surrender the Security to the
Conversion Agent, (3) furnish appropriate endorsements and transfer documents if
required by the Conversion Agent, the Company or the Trustee and (4) pay any
transfer or similar taxes, if required.

     A Holder may convert a portion of a Security if the Principal Amount at
Maturity of such portion is $1,000 or an integral multiple of $1,000. No payment
or adjustment will be made for dividends on the Common Stock except as provided
in the Indenture. On conversion of a Security, accrued Original Issue Discount
or cash interest (or interest if the Company has exercised its option provided
for in paragraph 11 hereof) attributable to the period from the Issue Date (or,
if the Company has exercised the option referred to in paragraph 11 hereof, the
later of (x) the date of such exercise and (y) the date on which interest was
last paid) through the Conversion Date shall not be cancelled, extinguished or
forfeited, but rather shall be deemed to be paid in full to the Holder thereof
through the delivery of the Common Stock (together with the cash payment, if
any, in lieu of fractional shares) in exchange for the Security being converted
pursuant to the terms hereof; and the fair market value of such shares of Common
Stock (together with any such cash payment in lieu of fractional shares) shall
be treated as issued, to the extent thereof, first in exchange for the Original
Issue Discount or cash interest (or interest, if the Company has exercised its
option provided for in paragraph 11 hereof) accrued through the Conversion Date,
and the balance, if any, of such fair market value of such Common Stock (and any
such cash payment) shall be treated as issued in exchange for the Issue Price of
the Security being converted pursuant to the provisions hereof.

     The Conversion Rate will be adjusted for dividends or distributions on
Common Stock payable in Common Stock or other Capital Stock; subdivisions,
combinations or certain reclassifications of Common Stock; distributions to all
holders of Common Stock of certain rights to purchase Common Stock for a period
expiring within 60 days of the record date for such distribution at less than
the Sale Price of the Common Stock at the Time of Determination; and
distributions to such holders of assets or debt securities of the Company or
certain rights to purchase securities of the Company (excluding certain cash
dividends or distributions) and certain rights pursuant to shareholder rights
plans. However, no adjustment need be made if Securityholders may participate in
the transaction or in certain other cases. The Company from time to time may
voluntarily increase the Conversion Rate.

     If the Company is a party to a consolidation, merger or binding share
exchange or a transfer of all or substantially all of its assets, or upon
certain distributions described in the

                                        7
<Page>

Indenture, the right to convert a Security into Common Stock may be changed into
a right to convert it into securities, cash or other assets of the Company or
another person.

10.  Conversion Arrangement on Call for Redemption.

     Any Securities called for redemption, unless surrendered for conversion
before the close of business on the Redemption Date, may be deemed to be
purchased from the Holders of such Securities at an amount not less than the
Redemption Price, by one or more investment bankers or other purchasers who may
agree with the Company to purchase such Securities from the Holders, to convert
them into Common Stock of the Company and to make payment for such Securities to
the Trustee in trust for such Holders.

11.  Tax Event.

     (a)  From and after (i) the date (the "TAX EVENT DATE") of the occurrence
of a Tax Event and (ii) the date the Company exercises the option provided for
in this paragraph 11, whichever is later (the "OPTION EXERCISE DATE"), at the
option of the Company, interest in lieu of future Original Issue Discount or
cash interest shall accrue at the rate of 3.75% per annum on a principal amount
per Note (the "RESTATED PRINCIPAL AMOUNT") equal to the Issue Price plus
Original Issue Discount accrued through the Option Exercise Date and shall be
payable semiannually on April 16 and October 16 of each year (each an "INTEREST
PAYMENT DATE") to Holders of record at the close of business on the April 1 and
October 1 (each a "REGULAR RECORD DATE") immediately preceding such Interest
Payment Date. Interest will be computed on a semiannual bond equivalent basis
using a 360-day year comprised of twelve 30-day months and will accrue from the
most recent date to which interest has been paid or, if no interest has been
paid, from the Option Exercise Date.

     (b)  Interest on any Security that is payable, and is punctually paid or
duly provided for, on any Interest Payment Date shall be paid to the person in
whose name that Security is registered at the close of business on the Regular
Record Date for such interest at the office or agency of the Company maintained
for such purpose. Each installment of interest on any Security shall be paid in
same-day funds by transfer to an account maintained by the payee located inside
the United States.

12.  Defaulted Interest.

     Except as otherwise specified with respect to the Securities, any Defaulted
Interest on any Security shall forthwith cease to be payable to the registered
Holder thereof on the relevant Regular Record Date or accrual date, as the case
may be, by virtue of having been such Holder, and such Defaulted Interest may be
paid by the Company as provided for in Section 12.02 of the Indenture.

13.  Denominations; Transfer; Exchange.

     The Securities are in fully registered form, without coupons, in
denominations of $1,000 of Principal Amount at Maturity and integral multiples
of $1,000. A Holder may transfer or exchange Securities in accordance with the
Indenture. The Registrar may require a Holder, among other things, to furnish
appropriate endorsements and transfer documents and to pay any

                                        8
<Page>

taxes and fees required by law or permitted by the Indenture. The Registrar need
not transfer or exchange any Securities selected for redemption (except, in the
case of a Security to be redeemed in part, the portion of the Security not to be
redeemed) or any Securities in respect of which a Purchase Notice or Change in
Control Purchase Notice has been given and not withdrawn (except, in the case of
a Security to be purchased in part, the portion of the Security not to be
purchased) or any Securities for a period of 15 days before the mailing of a
notice of redemption of Securities to be redeemed.

14.  Persons Deemed Owners.

     The registered Holder of this Security may be treated as the owner of this
Security for all purposes.

15.  Unclaimed Money or Securities.

     The Trustee and the Paying Agent shall return to the Company upon written
request any money or securities held by them for the payment of any amount with
respect to the Securities that remains unclaimed for two years, subject to
applicable unclaimed property laws. After return to the Company, Holders
entitled to the money or securities must look to the Company for payment as
general creditors unless an applicable abandoned property law designates another
person.

16.  Amendment; Waiver.

     Subject to certain exceptions set forth in the Indenture, (i) the Indenture
or the Securities may be amended with the written consent of the Holders of at
least a majority in aggregate Principal Amount at Maturity of the Securities at
the time outstanding and (ii) certain Defaults may be waived with the written
consent of the Holders of a majority in aggregate Principal Amount at Maturity
of the Securities at the time outstanding. Subject to certain exceptions set
forth in the Indenture, without the consent of any Securityholder, the Company
and the Trustee may amend the Indenture or the Securities to cure any ambiguity,
omission, defect or inconsistency, or to comply with Article 5 or Section 11.14
of the Indenture, to secure the Company's obligations under this Security or to
add to the Company's covenants for the benefit of the Securityholders or to
surrender any right or power conferred, to comply with any requirement of the
SEC in connection with the qualification of the Indenture under the TIA, or as
necessary in connection with the registration of the Securities under the
Securities Act or to make any change that does not adversely affect the rights
of any Holders.

17.  Defaults and Remedies.

     Under the Indenture, Events of Default include (i) the Company defaults in
payment of interest when due under the Securities and such default continues for
30 days; (ii) default in payment of the Principal Amount at Maturity (or, if the
Securities have been converted to semiannual coupon notes following a Tax Event,
the Restated Principal Amount), Issue Price plus accrued Original Issue Discount
or cash interest, Redemption Price, Purchase Price or Change in Control Purchase
Price, as the case may be, in respect of the Securities when the same becomes
due and payable; (iii) failure by the Company to comply with other agreements in
the Indenture or the Securities, subject to notice and lapse of time; (iv)
default in the payment of any

                                        9
<Page>

principal when due or resulting in acceleration of other indebtedness of the
Company for borrowed money where the aggregate principal amount with respect to
which the default or acceleration has occurred exceeds $10,000,000, and such
acceleration has not been rescinded or annulled within a period of 10 days after
receipt by the Company of a Notice of Default, subject to notice and lapse of
time; (v) any event or circumstance that occurs which accelerates, or gives
noteholders of the Company's 9 1/4% Senior Subordinated Notes due 2008 the right
to accelerate the indebtedness evidenced by the Company 9 1/4% Senior
Subordinated Notes due 2008; (vi) if any Guarantee ceases to be in full force
and effect or is declared null and void or any Guarantor denies that it has any
further liability under any Guarantee, or gives notice to such effect (other
than by reason of the termination of this Indenture or the release of any such
Guarantee in accordance with this Indenture) and such condition shall have
continued for a period of 30 days after written notice of such failure requiring
the Guarantor and the Company to remedy the same shall have been given (x) to
the Company by the Trustee or (y) to the Company and the Trustee by the holders
of 25% in aggregate principal amount of the Securities then outstanding; and
(vii) certain events of bankruptcy or insolvency. If an Event of Default occurs
and is continuing, the Trustee, or the Holders of at least 25% in aggregate
Principal Amount at Maturity of the Securities at the time outstanding, may
declare all the Securities to be due and payable immediately. Certain events of
bankruptcy or insolvency are Events of Default which will result in the
Securities becoming due and payable immediately upon the occurrence of such
Events of Default.

     Securityholders may not enforce the Indenture or the Securities except as
provided in the Indenture. The Trustee may refuse to enforce the Indenture or
the Securities unless it receives indemnity or security reasonably satisfactory
to it. Subject to certain limitations, Holders of a majority in aggregate
Principal Amount at Maturity of the Securities at the time outstanding may
direct the Trustee in its exercise of any trust or power. The Trustee may
withhold from Securityholders notice of any continuing Default (except a Default
in payment of amounts specified in clause (i) or (ii) above) if it determines
that withholding notice is in their interests.

18.  Trustee Dealings with the Company.

     Subject to certain limitations imposed by the TIA, the Trustee under the
Indenture, in its individual or any other capacity, may become the owner or
pledgee of Securities and may otherwise deal with and collect obligations owed
to it by the Company or its Affiliates and may otherwise deal with the Company
or its Affiliates with the same rights it would have if it were not Trustee.

19.  No Recourse Against Others.

     A director, officer, employee, agent, representative, stockholder or equity
holder, as such, of the Company shall not have any liability for any obligations
of the Company under the Securities or the Indenture or for any claim based on,
in respect of or by reason of such obligations or their creation. By accepting a
Security, each Securityholder waives and releases all such liability. The waiver
and release are part of the consideration for the issue of the Securities.

                                       10
<Page>

20.  Authentication.

     This Security shall not be valid until an authorized signatory of the
Trustee manually signs the Trustee's Certificate of Authentication on the other
side of this Security.

21.  Abbreviations.

     Customary abbreviations may be used in the name of a Securityholder or an
assignee, such as TEN COM (=tenants in common), TEN ENT (=tenants by the
entireties), JT TEN (=joint tenants with right of survivorship and not as
tenants in common), CUST (=custodian), and U/G/M/A (=Uniform Gift to Minors
Act).

22.  GOVERNING LAW.

     THE LAW OF THE STATE OF NEW YORK SHALL GOVERN THE INDENTURE, THE GUARANTEES
AND THIS SECURITY.

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

                                       11
<Page>

          The Company will furnish to any Securityholder upon written request
and without charge a copy of the Indenture which has in it the text of this
Security in larger type. Requests may be made to:

          Duane Reade Inc.
          440 Ninth Avenue
          New York, NY  10001
          Attention:  Chief Financial Officer

<Page>

                                 ASSIGNMENT FORM

To assign this Security, fill in the form below:

I or we assign and transfer this Security to

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

(Insert assignee's soc. sec. or tax ID no.)

--------------------------------------------------------------------------------
(Print or type assignee's name, address and zip code)

and irrevocably appoint

_____________________ agent to transfer this Security on the books of the
Company. The agent may substitute another to act for him.

                                CONVERSION NOTICE

To convert this Security into Common Stock of the Company, check the box:

                                       9

To convert only part of this Security, state the Principal Amount at Maturity to
be converted (which must be $1,000 or an integral multiple of $1,000):

$
 ------------------------------------------------------------------------------

If you want the stock certificate made out in another person's name, fill in the
form below:

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

--------------------------------------------------------------------------------
(Insert other person's soc. sec. or tax ID no.)

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

--------------------------------------------------------------------------------
(Print or type other person's name, address and zip code)

<Page>

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

Date:                              Your Signature:
     -----------------------------                ------------------------------

--------------------------------------------------------------------------------
     (Sign exactly as your name appears on the other side of this Security)

<Page>

                                   [GUARANTEE]

          The Guarantors (as defined in the Indenture and which term includes
any successor person under the Indenture), upon the terms and subject to the
conditions set forth in the Indenture, hereby unconditionally guarantee on a
senior unsecured basis (such guarantee by each Guarantor being referred to
herein as the "GUARANTEE") (i) the due and punctual payment of the principal of
and interest (including contingent interest) on the Securities, whether at
maturity, by acceleration or otherwise, the due and punctual payment of interest
on the overdue principal and interest, if any, on the Securities, to the extent
lawful, and the due and punctual performance of all other obligations of the
Company to the Holders or the Trustee all in accordance with the terms set forth
in Article 13 of the Indenture and (ii) in case of any extension of time of
payment or renewal of any Securities or any of such other obligations, that the
same will be promptly paid in full when due or performed in accordance with the
terms of the extension or renewal, whether at Stated Maturity, by acceleration
or otherwise.

          The obligations of the undersigned to the Holders of the Securities
and to the Trustee pursuant to this Guarantee and in the Indenture are expressly
set forth in the Indenture and reference is hereby made to the Indenture for the
precise terms of the Guarantees and all of the other provisions of the Indenture
to which this Guarantee relates.

          No stockholder, officer, director, employee or incorporator, as such,
past, present or future, of any Guarantor shall have any liability under the
Guarantee by reason of his or its status as such stockholder, officer, director,
employee or incorporator.

          The Guarantee shall not be valid or obligatory for any purpose until
the certificate of authentication on the Securities upon which the Guarantee is
noted shall have been executed by the Trustee under the Indenture by the manual
signature of one of its authorized signatories.

<Page>

          The Guarantee shall be governed by and construed in accordance with
the law of the State of New York applicable to agreements made or instruments
entered into and, in each case, performed in said state.

          IN WITNESS WHEREOF, the Guarantors have caused this instrument to be
duly executed.

                                              DRII INC.
                                              DUANE READE INTERNATIONAL, INC.
                                              DUANE READE REALTY
                                              DUANE READE

                                              By:
                                                 -------------------------------