UNITED STATES

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): ~~April~~May 289, 2011

DRUGSTORE.COM, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware

000-26137

04-3416255

(State or Other Jurisdiction

of Incorporation)

(Commission

File No.)

(IRS Employer

Identification No.)

411 108^th Ave. NE, Suite 1400, Bellevue, Washington 98004

(Address of Principal Executive Offices, Including Zip Code)

(425) 372-3200

(Registrant’s Telephone Number, Including Area Code)

(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):

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

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

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 27.0201 ~~Results~~Regulation ofFD ~~Operations and Financial Condition~~Disclosure.

On ~~April~~May 289, 2011, drugstore.com, inc. issued a press release to report ~~preliminary~~the ~~financial~~expiration ~~results~~of ~~for~~the waiting period under the ~~first~~U.S. ~~quarter~~Hart-Scott-Rodino ~~ended~~Antitrust ~~April~~Improvements Act of 1976, as amended (HSR Act), with respect to the proposed merger previously announced on March 324, 2011 pursuant to which drugstore.com would be acquired by Walgreen Co. A copy of the press release is attached hereto as Exhibit 99.1.

Item 8.01 Other Events.

On April 28, 2011, drugstore.com, inc. issued a press release to report preliminary financial results for the first quarter ended April 3, 2011. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits

99.1 Press release dated ~~April~~May 289, 2011.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


DRUGSTORE.COM, INC. (Registrant)

By:		/s/ Yukio Morikubo
		Yukio Morikubo Vice President, Strategy and General Counsel

Date: ~~April~~May 289, 2011

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