content: SECURITIES AND EXCHANGE COMMISSION
  
                               Washington, DC  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):  March 3, 1994
  
  
                      DAIRY MART CONVENIENCE STORES, INC.                       
              (Exact name of registrant as specified in its charter)
  
  
           Delaware                 0-12497                04-2497894           
  (State or Other Jurisdiction  (Commission File  (IRS Employer Identification
       of Incorporation)             Number)                 Number)
  
  
  
  One Vision Drive, Enfield, Connecticut                            06082       
  (Address of Principal Executive Offices)                       (Zip Code)  
  
  
  
  Registrant's telephone number, including area code       (203) 741-4444       
  
  
  
  
                                            N/A                                 
          (Former name or former address, if changed since last report.) 
  <PAGE>
  
  Item 5.   Other Events
  
  
       On March 3, 1994, Dairy Mart Convenience Stores, Inc. (the "Company") 
  issued $75 million of 10.25% Senior Subordinated Notes Due 2004 (the "Notes")
  through a public offering underwritten by Bear, Stearns & Co., Inc. (the 
  "Underwriter").
  
       The Company used part of the net proceeds from the sale of the Notes: 
  (1) to repay the entire indebtedness outstanding of approximately $34.0 
  million under the Company's credit agreement with Chemical Bank (as successor
  to Manufacturers Hanover Trust Company) as agent lender, along with other 
  lenders party thereto, dated as of January 9, 1991, as amended (the "Existing
  Credit Agreement"); and (2) to redeem all of the Company's outstanding 14.25%
  Subordinated Debentures Due 2000 ("Subordinated Debentures") in the aggregate 
  principal amount of $27.9 million, which amount includes a premium for early 
  redemption, and which redemption is expected to be completed on or about 
  April 4, 1994.  The Company estimates that the net proceeds of the sale of 
  the Notes remaining after the payment of the indebtedness under the Existing 
  Credit Agreement, the redemption of the Subordinated Debentures, the payment 
  of the Underwriter's discount, and the payment of fees expenses will be 
  approximately $11.0 million and will be used for working capital and general 
  corporate purposes.
  
       In connection with the sale of the Notes and the repayment of the entire 
  indebtedness outstanding under the existing Credit Agreement, the Company 
  entered into a new credit agreement with Fleet Bank, National Association 
  ("Fleet") and Society National Bank ("Society") (the "New Credit Agreement"). 
  Pursuant to the New Credit Agreement, the Company may borrow up to $30.0 
  million under revolving credit loans (including up to $15.0 million for 
  letters of credit).  All outstanding indebtedness under the New Credit
  Agreement will be due and payable in full on March 1, 1997; however, provided
  no default exists under the New Credit Agreement, the Company may extend such
  due date for up to two additional one-year periods, with the consent of the 
  lenders.
  
       All amounts outstanding under the New Credit Agreement are secured by 
  the pledge of all of the outstanding capital stock of most of the Company's 
  direct and indirect subsidiaries, and by amounts payable to the Company which 
  arise by, from, or were created by, loans or other extensions of credit by 
  the Company to any of its subsidiaries.  Loans under the New Credit Agreement 
  will generally bear interest, at the Company's option, at the per annum rate 
  of either (1) 0.25% above Fleet's then current prime rate and/or (2) from 
  2.00% to 2.50% above LIBOR.
  
  <PAGE>
                             SIGNATURES
  
       Pursuant to the requirements of the Securities Exchange Act of 1934, 
  Dairy Mart Convenience Stores, Inc. has duly caused this report to be signed 
  on its behalf by the undersigned thereunto duly authorized.
  
                                 DAIRY MART CONVENIENCE STORES, INC.
  
  
  
  Dated:  March 22, 1994         By:/s/                                 
                                    Gregory G. Landry
                                    Its Executive Vice President    
                                    and Chief Financial Officer
metadata_documents: [{"type": "8-K", "sequence": "1", "description": "8-K FILING", "secsgml_size_bytes": 4492}]
metadata_filer: {"company-data": {"conformed-name": "DAIRY MART CONVENIENCE STORES INC", "cik": "0000721675", "assigned-sic": "5412", "irs-number": "042497894", "state-of-incorporation": "DE", "fiscal-year-end": "0131"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-12497", "film-number": "94517243"}, "business-address": {"street1": "ONE VISION DRIVE", "city": "ENFIELD", "state": "CT", "zip": "06082", "phone": "2037414444"}}
text: SECURITIES AND EXCHANGE COMMISSION
  
                               Washington, DC  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):  March 3, 1994
  
                      DAIRY MART CONVENIENCE STORES, INC.                       
              (Exact name of registrant as specified in its charter)
  
           Delaware                 0-12497                04-2497894           
  (State or Other Jurisdiction  (Commission File  (IRS Employer Identification
       of Incorporation)             Number)                 Number)
  
  One Vision Drive, Enfield, Connecticut                            06082       
  (Address of Principal Executive Offices)                       (Zip Code)  
  
  Registrant's telephone number, including area code       (203) 741-4444       
  
                                            N/A                                 
          (Former name or former address, if changed since last report.)
  Item 5.   Other Events
  
       On March 3, 1994, Dairy Mart Convenience Stores, Inc. (the "Company") 
  issued $75 million of 10.25% Senior Subordinated Notes Due 2004 (the "Notes")
  through a public offering underwritten by Bear, Stearns & Co., Inc. (the 
  "Underwriter").
  
       The Company used part of the net proceeds from the sale of the Notes: 
  (1) to repay the entire indebtedness outstanding of approximately $34.0 
  million under the Company's credit agreement with Chemical Bank (as successor
  to Manufacturers Hanover Trust Company) as agent lender, along with other 
  lenders party thereto, dated as of January 9, 1991, as amended (the "Existing
  Credit Agreement"); and (2) to redeem all of the Company's outstanding 14.25%
  Subordinated Debentures Due 2000 ("Subordinated Debentures") in the aggregate 
  principal amount of $27.9 million, which amount includes a premium for early 
  redemption, and which redemption is expected to be completed on or about 
  April 4, 1994.  The Company estimates that the net proceeds of the sale of 
  the Notes remaining after the payment of the indebtedness under the Existing 
  Credit Agreement, the redemption of the Subordinated Debentures, the payment 
  of the Underwriter's discount, and the payment of fees expenses will be 
  approximately $11.0 million and will be used for working capital and general 
  corporate purposes.
  
       In connection with the sale of the Notes and the repayment of the entire 
  indebtedness outstanding under the existing Credit Agreement, the Company 
  entered into a new credit agreement with Fleet Bank, National Association 
  ("Fleet") and Society National Bank ("Society") (the "New Credit Agreement"). 
  Pursuant to the New Credit Agreement, the Company may borrow up to $30.0 
  million under revolving credit loans (including up to $15.0 million for 
  letters of credit).  All outstanding indebtedness under the New Credit
  Agreement will be due and payable in full on March 1, 1997; however, provided
  no default exists under the New Credit Agreement, the Company may extend such
  due date for up to two additional one-year periods, with the consent of the 
  lenders.
  
       All amounts outstanding under the New Credit Agreement are secured by 
  the pledge of all of the outstanding capital stock of most of the Company's 
  direct and indirect subsidiaries, and by amounts payable to the Company which 
  arise by, from, or were created by, loans or other extensions of credit by 
  the Company to any of its subsidiaries.  Loans under the New Credit Agreement 
  will generally bear interest, at the Company's option, at the per annum rate 
  of either (1) 0.25% above Fleet's then current prime rate and/or (2) from 
  2.00% to 2.50% above LIBOR.
  SIGNATURES
  
       Pursuant to the requirements of the Securities Exchange Act of 1934, 
  Dairy Mart Convenience Stores, Inc. has duly caused this report to be signed 
  on its behalf by the undersigned thereunto duly authorized.
  
                                 DAIRY MART CONVENIENCE STORES, INC.
  
  Dated:  March 22, 1994         By:/s/                                 
                                    Gregory G. Landry
                                    Its Executive Vice President    
                                    and Chief Financial Officer