Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Jacobs David A.
 2. Date of Event Requiring Statement (Month/Day/Year)
04/01/2012		 3. Issuer Name and Ticker or Trading Symbol
DOLLAR TREE INC [DLTR]
(Last)
(First)
(Middle)
500 VOLVO PARKWAY		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Strategy Officer
 5. If Amendment, Date Original Filed(Month/Day/Year)
04/05/2012
(Street)

CHESAPEAKE, VA 23320		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 11,000
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit 03/26/2013(2) 03/26/2013 Common Stock 3,900 $ 0 (1) D  
Restricted Stock Unit 04/01/2013(3) 04/01/2013 Common Stock 4,734 $ 0 (1) D  
Stock Option (right to buy) 03/30/2008(3) 03/30/2017(4) Common Stock 4,375 $ 25.4933 D  
Stock Option (right to buy) 03/14/2009(3) 03/14/2018(4) Common Stock 9,375 $ 17.82 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Jacobs David A.
500 VOLVO PARKWAY
CHESAPEAKE, VA 23320		       Chief Strategy Officer  

Signatures

/s/ Shawnta Totten, attorney-in-fact for David A. Jacobs 04/05/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Convert without cost to shares of common stock on a one-for-one basis.
(2) Vests in three approximately equal annual installments, beginning the first anniversary of the award date, subject to continued employment.
(3) Vests in three approximately equal annual installments, beginning the first anniversary of the award date, subject to continued employment.
(4) Expires at the earlier of one year after ceasing to be a director, with certain grace periods, or ten years after grant.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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