Dollar General Corporation TeamShare Bonus Program for Named Executive Officers


    2007

        TEAMSHARE
      

        DOLLAR
      GENERAL

     

    

      TEAMSHARE
        is an annual incentive program designed to encourage high performance, while
        rewarding employees for their commitment and contribution to Dollar
        General’s
        success. It’s
        called
        TEAMSHARE because it requires teamwork...our
        TEAMSHARE goals can only be met through the effort of every DG
        employee.
        Reaching our goals requires dedication to establishing cost efficiencies,
        simplifying processes and focusing on customers. Strive
        for excellence in 2007!

       

      

        How
          Does it Work?

         

        Your
          TEAMSHARE bonus is based on the Company’s total EBITDA for the fiscal year.
That
          means if Dollar General’s year-end EBITDA is $_____________, you will receive a
          threshold TEAMSHARE bonus. If the year-end EBITDA is $____________, you
          will
          receive a target TEAMSHARE bonus. Payout for EBITDA performance between
“levels”
will be prorated.

        


        You
          can
          calculate your target bonus using the following formula:

        


        (Base
          Pay
          x Target Bonus Percent x mos. of service) 

        
          
            

          

        

        12
          months


        


        Please
          refer to program guidelines (on back of page) for more details.

         

        

          Your
            2007 TEAMSHARE Plan

           

          Fiscal
            Year-end    Bonus    Your

             EBITDA     
 
Level    
            Bonus

        

        
           

                      Maximum  
   %

           

                      Target                
            %

           

                     Threashold                
            %

           

          

            What
              is EBITDA?

             

            EBITDA
              is
Earnings
              Before
              Interest,
              Taxes,
              Depreciation,
              and Amortization
              and is a financial indicator used to evaluate a company’s performance. It is a
              reflection of a company’s underlying cash earnings without the effects of
              previous expenditures (depreciation), financing decisions (interest),
              accounting
              phenomena (amortization) and taxes.

            


            Unusual,
              non-recurring expenditures may be excluded from EBITDA as determined
              by the
              Compensation Committee of the Board of Directors.

          

           

          

            Plan
              information is proprietary and confidential. Non-supervisory employees
              are
              reminded that they may not disclose proprietary, confidential information
              contained in the Plan relating to the Company’s financial goals or
              performance.

          

           

          

            Strive
              for excellence in 2007!

            

              Confidential

               

               

              
                
                  
                  

                

                
                  
                  

                  
                    

                  

                

                
                  
                  

                

              

            

          

        

      

    


    Who’s                                     GUIDELINES

    Eligible?

     

    
      	
              An
                employee must meet

              each
                of
                the following criteria:

            	 
	 	 
	
              1.

              Regular,
                full-time or part-time

              Store
                Support or DC employee

              during
                the fiscal year.

               

               

            	
              Months
                of Service

               

              Bonuses
                are prorated based on the number of months employed during the fiscal
                year. 

               

              An
                employee must be hired/rehired on or before the 15th
                of the month to receive credit for the month. 

              


              Example

              Jane
                Doe hired on June 20, 2007.

              Jane
                will not receive credit for June as the majority of the month is
                over.

              Jane
                will receive credit for July, 2007 –
                January, 2008.

              Jane
                will receive a prorated bonus for seven months = 7/12 

               

            
	
               

               

               

               

               

               

               

            	 
	
              2. 

              Actively
                employed with Dollar 

              General
                through the bonus period

              and
                on the date of bonus payout.*

              
                 

                *Unless
                  otherwise required 

                by
                  state law.

                 

                 

              

            	
              Rehired
                Employees

              Employees
                who leave the company and are rehired
                during the same fiscal year will be bonus eligible from the date
                of rehire
                unless
                rehired within 30 days from the date of termination. Service will
                be
                bridged for persons who are away from the Company less than 30 days.
                Persons who are rehired after 30 days forfeit any bonus amount earned
                during the fiscal year prior to termination.

            
	 	
              Transfers/Promotions 

              Employees
                who also worked in a retail position during the fiscal year are eligible
                for a prorated bonus from each bonus plan. Note:
                Eligibility requirements must be met in each respective plan to receive
                a
                bonus from that plan.

              


              Example

              Store
                Manager from Feb 3, 2007 –
                June 12, 2007 = 4/12 Store bonus plan

              Corporate
                employee from June 13, 2007 –
                Feb 1, 2008 = 8/12 Store Support bonus plan

            
	
               

               

               

            	

              Employees
                on Leave of Absence

              Employees
                on leave
                are eligible for a prorated bonus based on the number of months worked
                during the fiscal year (provided employment has not been terminated
                before
                the end of the bonus period and the date of bonus payment, unless
                otherwise required by law).

            
	
              3.

              Cannot
                have received a year-end 

              performance
                rating of unsatisfactory.

            	

              Bonus
                Payout

              If
                the Company
                meets its performance goals and you
                meet the eligibility guidelines, you will be eligible for a TEAMSHARE
                bonus! Please note that the IRS considers a bonus to be supplemental
                income. Therefore, the minimum federal tax, as well as FICA and any
                other
                applicable state taxes, are deducted as required.

              


              Your
                bonus will be paid as soon as administratively practical after the
                Company
                year-end performance results are available. Generally, checks are
                issued
                in April.

              


              *Dollar
                General reserves the right to adjust, amend or suspend the TEAMSHARE
                program at any time.

            
	
              2007

              TEAMSHARE

            	 


    

    
       

      

         

        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        

         

        


          The
            individual 2007 TEAMSHARE Bonus Program document for each of the Company’s named
            executive officers is substantially identical to the form of 2007 TEAMSHARE
            Bonus Program document shown here, except for the bonus percentages set
            forth on
            the first page.  The applicable bonus percentages for each of the Company’s
            named executive officers are set forth below.

          


          
            	 	 	 	 	 	 	 
	
                     

                    Name

                  	
                     

                  	
                    Bonus
                      at

                    Threshold
                      Level

                  	
                     

                  	
                    Bonus
                      at

                    Target
                      Level

                  	
                     

                  	
                    Bonus
                      at

                    Maximum
                      Level

                  
	
                    David
                      A. Perdue

                  	
                     

                  	
                    50%

                  	
                     

                  	
                    100%

                  	
                     

                  	
                    200%

                  
	
                    David
                      M. Tehle

                  	
                     

                  	
                    32.5%

                  	
                     

                  	
                    65%

                  	
                     

                  	
                    130%

                  
	
                    Beryl
                      J. Buley

                  	
                     

                  	
                    32.5%

                  	
                     

                  	
                    65%

                  	
                     

                  	
                    130%

                  
	
                    Kathleen
                      R. Guion

                  	
                     

                  	
                    32.5%

                  	
                     

                  	
                    65%

                  	
                     

                  	
                    130%

                  
	
                    Challis
                      M. Lowe

                     

                  	 	
                    32.5%

                     

                  	 	
                    65%

                     

                  	 	
                    130%