UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): February ~~November 3~~17, ~~2009~~2010

DUANE READE HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction

of incorporation)

001-13843
(Commission File Number)

05-0599589

(IRS Employer
Identification No.)

440 NINTH AVENUE
NEW YORK, NY

(Address of principal executive offices)

10001

(Zip Code)

Registrant’s telephone number, including area code: (212) 273-5700

NOT APPLICABLE

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

(17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

(17 CFR 240.13e-4(c))

Item 28.0201 ~~Results~~Other ~~of Operations and Financial Condition~~Events.

On ~~November~~February 317, ~~2009~~2010, Duane Reade Holdings, Inc., a Delaware corporation (“Duane Reade”), issued a joint press release with Walgreen Co., an Illinois corporation (“Walgreens”) announcing ~~its~~the ~~financial~~execution ~~results~~of ~~for~~a Securities Purchase Agreement (the “Securities ~~third~~Purchase ~~quarter~~Agreement”), ~~ended~~dated ~~September~~as 26of February 17, ~~2009.~~2010, ~~The~~by ~~press~~and ~~release~~among isDuane ~~furnished~~Reade, asWalgreens, ~~Exhibit~~Duane ~~99.1~~Reade toShareholders, ~~this~~LLC, ~~report~~a Delaware limited liability company and isthose ~~incorporated~~individuals ~~into~~and ~~this~~other ~~Item~~entities 2listed on the signature pages and Schedule A, Schedule B, and Schedule C thereto.02 byA ~~reference~~copy of the joint press release is attached hereto as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

~~(d)~~ Exhibits:

Exhibit 99.1: –Joint ~~Press~~press ~~Release,~~release ~~dated~~of ~~November~~Duane 3Reade and Walgreens, ~~2009.~~issued on February 17,

2010, regarding the execution of the Securities Purchase Agreement

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this current report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: ~~November~~February 317, ~~2009~~2010

DUANE READE HOLDINGS, ~~Inc~~INC. By: Name: Title: /s/ John K. Henry John K. Henry Senior Vice President and Chief Financial Officer

EXHIBIT INDEX

EXHIBIT NUMBER		DESCRIPTION
Exhibit 99.1		~~Press~~Joint ~~Release~~press release of Duane Reade and Walgreens, ~~dated~~issued ~~November~~on 3February 17, ~~2009.~~2010, regarding the execution of the Securities Purchase Agreement

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