SECURITIES AND EXCHANGE COMMISSION
                            Washington, DC 20549

                                 FORM 11-K

 [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

                For the fiscal year ended December 31, 2001

                                     OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
    ACT OF 1934

               For the transition period from _____ to _____

                       Commission file number 1-5742

         A.  Full title of the plan and the address of the plan, if different
from that of the issuer named below:

                    Perry Distributors, Inc. 401(k) Plan

         B.  Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office:

                            Rite Aid Corporation
                               30 Hunter Lane
                       Camp Hill, Pennsylvania 17011







PERRY DISTRIBUTORS, INC. 401(k) PLAN

TABLE OF CONTENTS
------------------------------------------------------------------------------

                                                                           Page

INDEPENDENT AUDITORS' REPORT                                                 1

FINANCIAL STATEMENTS AS OF December 31, 2001 and 2000
AND FOR EACH OF THE THREE YEARS IN THE PERIOD ENDED
   DECEMBER 31, 2001:

   Statements of Net Assets Available for Benefits                           2

   Statements of Changes in Net Assets Available for Benefits                3

   Notes to Financial Statements                                            4-8

SUPPLEMENTAL SCHEDULE AS OF DECEMBER 31, 2001:

   Schedule of Assets Held for Investment Purposes                           9

SUPPLEMENTAL SCHEDULE AS OF DECEMBER 31, 2000:

   Schedule of Assets Held for Investment Purposes                          10

SUPPLEMENTAL SCHEDULE FOR THE YEAR ENDED DECEMBER 31, 1999:

   Schedule of Prohibited Transactions                                      11










INDEPENDENT AUDITORS' REPORT


To the Trustee and Participants of
   Perry Distributors, Inc. 401(k) Plan:

We have audited the accompanying statements of net assets available for
benefits of the Perry Distributors, Inc. 401(k) Plan (the "Plan") as of
December 31, 2001 and 2000, and the related statement of changes in net
assets available for benefits for each of the three years in the period
ended December 31, 2001. These financial statements are the responsibility
of the Plan's management. Our responsibility is to express an opinion on
these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally
accepted in the United States of America. Those standards require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of December
31, 2001 and 2000, and the changes in net assets available for benefits for
each of the three years in the period ended December 31, 2001 in conformity
with accounting principles generally accepted in the United States of
America.

Our audits were conducted for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental schedules
listed in the table of contents are presented for the purpose of additional
analysis and are not a required part of the basic financial statements, but
are supplementary information required by the Department of Labor's Rules
and Regulations for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974. These schedules are the responsibility of the
Plan's management. Such supplemental schedules have been subjected to the
auditing procedures applied in our audits of the basic financial statements
and, in our opinion, are fairly stated in all material respects when
considered in relation to the basic financial statements taken as a whole.


/s/ Deloitte & Touche LLP

Philadelphia, Pennsylvania
June 13, 2002






PERRY DISTRIBUTORS, INC. 401(k) PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2001 AND 2000
--------------------------------------------------------------------------------

                                                      2001              2000

ASSETS:
  Investments                                     $ 1,786,412       $ 1,651,366

  Contributions receivable:
    Employer                                              481             2,285
    Employee                                            7,215             7,388

       Total contributions receivable                   7,696             9,673
                                                  -----------        ----------

NET ASSETS AVAILABLE FOR BENEFITS                 $ 1,794,108       $ 1,661,039
                                                  ===========       ===========


See notes to financial statements.







                                    -2-





PERRY DISTRIBUTORS, INC. 401(k) PLAN




STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS ENDED DECEMBER 31, 2001, 2000 AND 1999
---------------------------------------------------------------------------------------------------------------

                                                                              December 31,
                                                          -----------------------------------------------------
                                                               2001                2000                1999

ADDITIONS:
                                                                                            
  Employee contributions                                    $ 201,057           $ 200,022            $ 199,681
  Employer contributions                                       32,651              64,652              133,265
  Rollover contributions                                            -               2,001                    -
  Investment income                                            68,667              63,411               46,390
  Net (depreciation) appreciation in fair value
  of investments                                             (112,387)            (90,903)              103,115
                                                          -----------         -----------          -----------

           Total additions, net                               189,988             239,183              482,451

DEDUCTIONS:
  Benefit payments                                             51,282              47,278               34,651
  Loan defaults                                                 5,637               4,249                    -
                                                          -----------         -----------          -----------

           Total deductions                                    56,919              51,527               34,651
                                                          -----------         -----------          -----------

INCREASE IN NET ASSETS AVAILABLE FOR
  BENEFITS                                                    133,069             187,656              447,800

NET ASSETS AVAILABLE FOR BENEFITS,
  BEGINNING OF YEAR                                         1,661,039           1,473,383            1,025,583
                                                          -----------         -----------          -----------

NET ASSETS AVAILABLE FOR BENEFITS,
  END OF YEAR                                             $ 1,794,108         $ 1,661,039          $ 1,473,383
                                                          ===========         ===========          ===========


See notes to financial statements.









                                    -3-



PERRY DISTRIBUTORS, INC. 401(k) PLAN

NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2001 AND 2000
--------------------------------------------------------------------------------

1.    PLAN DESCRIPTION

      The following brief description of the Perry Distributors, Inc.
      401(k) Plan (the "Plan") is provided for general informational
      purposes only. Participants should refer to the Plan agreement for a
      more complete description of the Plan's provisions.

      General - The Plan is a defined contribution plan. An individual
      account is established for each participant and provides benefits
      that are based on (a) amounts the participant and Rite Aid
      Corporation (the "Company") contributed to a participant's account,
      (b) investment earnings (losses), and (c) any forfeitures allocated
      to the account, less any administrative expenses charged to the Plan.

      The Company is the Plan administrator and is responsible for the
      preparation of the Plan's financial statements.

      In March 1995, Perry Drug Stores, Inc. was acquired by the Company,
      which became the Plan sponsor. The Company has elected to continue
      this Plan.

      Effective June 16, 2001, the Company ceased making contributions to
      the Plan pursuant to a collective bargaining agreement dated May 27,
      2001. Employees continue to contribute as described below,
      however, there is no Company match.

      Participation - Each employee who is a member of the International
      Brotherhood of Teamsters, Chauffeurs, Warehousemen and Helpers of
      America, Local 614 becomes eligible to participate in the Plan after
      attaining age 21 and completing one year of service (at least 1,000
      hours).

      Contributions - Each year, a participant may elect to contribute up
      to 12% of the participant's pretax annual compensation, as defined in
      the Plan. A participant may also contribute, or rollover, amounts
      representing distributions from another qualified defined benefit or
      defined contribution plan. With respect to elective contributions
      paid or accrued prior to June 15, 2001, the Company matches 100% of
      each participant's pretax annual contribution, not to exceed the
      lesser of $700 or 2% of the participant's pretax annual compensation.
      The Company match is contributed per pay period throughout the Plan
      year. No matching contribution will be made with respect to elective
      deferrals paid or accrued after June 15, 2001.

      Investment Options - The Plan provides participants with the option
      of investing in 10 funds. The funds vary in degree of risk and
      investment objective.

      Payment of Benefits - Upon termination of service due to death,
      disability, or retirement, a participant may elect to receive a lump
      sum amount equal to the value of the participant's vested interest in
      the participant's account, or installment payments as determined by
      the Plan administrator.

      Loans - Loans under the Plan are not permitted. However, the Company
      has identified loans made under the Plan resulting in an operational
      failure. To correct this operational failure, the Company has
      proposed to retroactively amend the Plan to permit up to three loans
      be outstanding at one time. This operational failure and the proposed
      correction method have been identified in the Voluntary Correction
      Program ("VCP") described in Note 7.



                                    -4-



      Vesting - A participant is vested immediately in the participant's
      voluntary contributions, plus actual earnings (losses) thereon.
      Vesting in the Company's contributions is based on years of service,
      as defined in the Plan document. A participant becomes fully vested
      in the Company contributions upon the participant's death, disability
      or attainment of normal retirement age while employed, or the
      occurrence of a plan termination. If not vested earlier for one of
      the foregoing reasons, and not subject to other exceptions described
      in the Plan document, a participant's account becomes fully vested
      upon the participant's attainment of five years of service.

      Forfeitures - When a participant withdraws from the Plan prior to
      becoming fully vested, the non-vested portion of the participant's
      account is forfeited and credited to a suspense account. The suspense
      account will be reallocated to participants in the same manner as
      matching contributions.

2.    SIGNIFICANT ACCOUNTING POLICIES

      Basis of Accounting - The accompanying financial statements are
      prepared on the accrual basis of accounting.

      Investments - The Plan's investments are stated at fair value, except
      the Guaranteed Interest Account, as measured by quoted prices in an
      active market. Realized gain or loss on investment transactions is
      determined using the first-in, first-out method; investment
      transactions are recorded at the trade date.

      The Guaranteed Interest Account ("GIA") is a group annuity insurance
      product issued by Prudential. Interest on the GIA is credited daily.
      Prudential declares the current interest rate on each successive
      calendar quarter which remains in effect until the end of the
      following calendar year for contributions received during that
      calendar quarter. The GIA is deemed to be benefit responsive,
      therefore, it is presented at contract value which approximates fair
      value. The average yields were 5.06%, 6.31% and 5.61% for 2001, 2000
      and 1999, respectively. As of December 31, 2001 and 2000, the
      crediting interest rate was 4.50% and 6.10%, respectively.

      Administrative Expenses - Under the terms of the Plan agreement,
      costs relating to Plan administration may be paid by the Company. For
      the years ended December 31, 2001, 2000 and 1999, the Company as Plan
      sponsor has paid substantially all administrative expenses.

      Use of Estimates - The preparation of financial statements in
      conformity with accounting principles generally accepted in the
      United States of America requires management to make estimates and
      assumptions that affect the reported amounts of assets and
      liabilities at the date of the financial statements and the reported
      amounts of revenues and expenses during the reporting period. Actual
      results may differ from those estimates and assumptions.

      The Plan invests in various securities including U.S. Government
      securities and corporate stocks. Investment securities, in general,
      are exposed to various risks, such as interest rate, credit, and
      overall market volatility. Due to the level of risk associated with
      certain investment securities, it is reasonably possible that changes
      in the values of investment securities will occur in the near term
      and that such changes could materially affect the amounts reported in
      the Statements of Net Assets Available for Benefits.

      Derivative Instruments and Hedging Activities - On January 1, 2001,
      the Plan adopted the Financial Accounting Standards Board Statement
      of Financial Accounting Standards (SFAS) No. 133, "Accounting for
      Derivative Instruments and Hedging Activities," as amended by SFAS
      No. 137 and SFAS No. 138. This standard establishes accounting and
      reporting standards for derivative instruments including certain
      derivative instruments embedded in other contracts, and for hedging
      activities. It requires an entity to recognize derivatives as either
      assets or liabilities in the statement of financial position and to
      measure those instruments at fair value. Adoption of SFAS No. 133, as
      amended, did not have a material impact on the financial statements
      of the Plan.


                                    -5-


3.    INVESTMENTS

      The following presents investments that represent 5% or more of the
      Plan's assets:

                                                          December 31,
                                                    ---------------------------
                                                         2001            2000

      Prudential Guaranteed Interest Account         $ 849,638       $ 743,187
      Prudential Jennison Growth Fund                  272,387         282,253
      Prudential Stock Index Fund, Class I             195,501         181,655
      Prudential Active Balanced Fund                  166,494         154,609


      The Plan's investments (including gains and losses on investments
      bought and sold, as well as held during the year) (depreciated)
      appreciated in value as follows:



                                                                   Year Ended December 31,
                                                  --------------------------------------------------
                                                      2001              2000               1999

                                                                               
      Investments, at fair value:
        Mutual Funds                               $(113,371)         $ (87,000)        $ 114,032
        Common Stock                                     984             (3,903)          (10,917)

        Total (depreciation) appreciation          $(112,387)         $ (90,903)        $ 103,115




4.    TAX STATUS

      The Plan obtained its latest determination letter dated November 20,
      1995, in which the Internal Revenue Service ("IRS") stated that the
      Plan, as then designed, was in compliance with the applicable
      requirements of the Internal Revenue Code ("IRC"). The Plan has been
      amended since receiving the determination letter. On February 28,
      2002, the Company submitted the Plan for a new determination letter
      from the IRS. However, the Company, as Plan sponsor, believes that
      the Plan is in compliance with the applicable requirements of the
      IRC, except as otherwise disclosed in Note 7. Management believes
      that the processes identified for remediation would not cause the
      Plan to be disqualified by the IRS. Therefore, no provision for
      income taxes has been included in the Plan's financial statements.

5.    PLAN TERMINATION

      Although it has not expressed any intent to do so, the Company has
      the right under the Plan to discontinue its contributions at any time
      and to terminate the Plan subject to the provisions of ERISA. In the
      event the Plan terminates, participants would become fully vested in
      their employer contributions.



                                    -6-


6.    PARTY-IN-INTEREST TRANSACTIONS

      Certain Plan investments are shares of mutual funds managed by
      Prudential, the custodian of the Plan. The transactions related to
      such investments qualify as party-in-interest transactions. The Plan
      has also permitted investment in the common stock of the Company, see
      Note 7. The Company is the Plan sponsor, as defined by the Plan and,
      therefore, these transactions qualify as party-in-interest
      transactions. The Plan does not consider employer contributions or
      benefits paid by the Plan to be party-in-interest transactions.

7.    CONTINGENCIES

      As of January 1, 1999, the Plan had less than 1% of its assets
      invested in Company common stock (Company Stock Fund) at a share
      price of $49.75. On October 12, 1999, following the Company's
      announcement that its previously issued financial statements should
      not be relied upon, the Company suspended all purchases of Company
      stock through the Company Stock Fund. Contributions received on or
      after October 12, 1999, which would otherwise have been directed to
      the Company Stock Fund, were invested in the Prudential MoneyMart
      Assets Fund and will continue to be invested in the Prudential
      MoneyMart Assets Fund until the participant elects otherwise.

      In late 1999, the Company's Board of Directors hired a new executive
      management team to address and resolve various business, operational
      and financial challenges confronting the Company. New management
      began the process of reviewing the administration of the Plan for
      purposes of determining compliance with provisions of the Plan and
      regulatory requirements. Management has identified certain processes
      not in compliance with the provisions of the Plan or regulatory
      requirements, as follows:

      a)    During 2000 and 1999, the Company failed to withhold and
            contribute participants' salary deferral contributions
            associated with supplemental salary payments in the amount of
            $24 and $252, respectively. In addition, the employer match
            contributions of $13 and $164 for 2000 and 1999, respectively,
            associated with such participant salary deferrals were also not
            contributed to participant accounts. The Company has compiled
            an evaluation of the amount of investment income that would
            have been earned by the participants on such matching and
            salary deferral contributions during the periods in question.
            The Company estimates the maximum foregone investment income on
            such contributions to be $28, $26 and $12 for 2001, 2000 and
            1999, respectively. The Company expects to make a contribution
            to the respective participant accounts during 2002.

      b)    During 1999, the Company failed to remit in a timely
            manner certain employee salary deferral contributions in the
            amount of $84,756 to the Plan custodian, Prudential, in
            accordance with the Department of Labor's rules regarding the
            timeliness of depositing such employee contributions. The
            Company has completed its evaluation of the amount of
            investment income that would have been earned by the
            participants on those contributions during the period in
            question. During 2001, the Company made an additional
            contribution to the Plan to be allocated to the affected
            participants' accounts in the amount of $4,100, which
            represents the investment income that would have been earned by
            the participants had the contributions been deposited with the
            trustee on a timely basis.

      c)    The Plan was not being operated in accordance with the Plan
            document relating to the disbursement of minimum account
            balances. The Plan calls for lump-sum disbursements of a
            participant's account following a termination or retirement if
            that participant's account is not more than $5,000. As a result of
            the analysis completed in January 2002 related to this defect,
            the estimate of the minimum account balances subject to
            disbursement in accordance with the Plan document for Plan




                                    -7-




            years ended December 31, 2001, 2000 and 1999 is $11,635,
            $10,220 and $10,093, respectively. This defect was included
            within the Voluntary Correction Program ("VCP") filing with the
            IRS and its correction is subject to the receipt of a
            compliance statement from the IRS for the VCP filing as
            described below.

      In July 2001, the Company filed a VCP with the IRS, requesting a
      compliance statement and approval of the correction method for
      operational failures identified in the Plan. As of the date of this
      report, no correspondence has been received from the IRS relating to
      this matter other than an acknowledgment. However, management
      believes that the proposed correction methods are acceptable under
      current IRS guidelines.

      Management believes that the processes identified for remediation
      would not cause the Plan to be disqualified by the IRS. Penalties,
      taxes and remedial payments, if any, due to non-compliance will be
      paid by the Company.

                                   ******




                                    -8-






PERRY DISTRIBUTORS, INC. 401(k) PLAN

SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 2001
----------------------------------------------------------------------------------------------

                                                                                       Current
Identity of Issue                     Description of Investment                         Value

                                                                                 
 *Rite Aid Corporation                Company Stock Fund                               $ 1,835
 *Prudential                          Guaranteed Interest Account                      849,638
 *Prudential                          Jennison Growth Fund                             272,387
 *Prudential                          Stock Index Fund, Class I                        195,501
 *Prudential                          Active Balanced Fund                             166,494
 *Prudential                          International Stock Fund                          65,438
 *Prudential                          MoneyMart Assets Fund                             42,363
 *Prudential                          Government Income Fund                            20,236
  Fidelity                            Magellan Fund                                     42,091
  Putnam                              Growth and Income Fund                            12,439
**Participant Notes                   Loan Fund                                        117,990

                                      TOTAL                                        $ 1,786,412


* Party-in-interest

** The loans range in interest rates from 5.75% to 10.50% and expire through 2021.







                                    -9-







PERRY DISTRIBUTORS, INC. 401(k) PLAN

SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 2000
------------------------------------------------------------------------------------------------

                                                                                        Current
Identity of Issue                     Description of Investment                          Value

                                                                                    
  *Rite Aid Corporation               Company Stock Fund                                  $ 886
  *Prudential                         Guaranteed Interest Account                       743,187
  *Prudential                         Jennison Growth Fund                              282,253
  *Prudential                         Stock Index Fund, Class 1                         181,655
  *Prudential                         Active Balanced Fund                              154,609
  *Prudential                         International Stock Fund                           67,236
  *Prudential                         MoneyMart Assets Fund                              26,710
  *Prudential                         Government Income Fund                             16,362
    Fidelity                          Magellan Fund                                      32,848
    Putnam                            Growth and Income Fund                             10,259
  **Participant Notes                 Loan Fund                                         135,361
                                                                                    -----------

                                      TOTAL                                         $ 1,651,366
                                                                                    ===========




* Party-in-interest

** The loans range in interest rates from 9.25% to 10.50% and expire through
   2020.







                                    -10-





PERRY DISTRIBUTORS, INC. 401(k) PLAN

SCHEDULE OF PROHIBITED TRANSACTIONS
YEAR ENDED DECEMBER 31, 1999
--------------------------------------------------------------------------------


                        Period(s)         Employee
Date Remitted to        Covered by        Deferral
Trustee/Custodian       Payroll            Amount              Check Date


3/25/1999               1/16/1999             $5,245               1/21/1999
3/25/1999               1/23/1999              5,032               1/28/1999
5/26/1999               4/17/1999              4,864               4/22/1999
 6/7/1999               4/24/1999              5,313               4/29/1999
3/23/2000              12/25/1999             64,302              12/30/1999







                                   -11-




                                 SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the employee benefit
plan) have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                          PERRY DISTRIBUTORS, INC. 401(k) PLAN


                                          /s/ Richard J. Varmecky
                                          ---------------------------------
                                          Name:  Richard J. Varmecky
                                          Title: Trustee

Date:  June 28, 2002