NOTE 1: BASIS OF PRESENTATION

Fred's, Inc. and subsidiaries (“We”, “Our”, “Us” or “Company”) operates, as of April 28, 2012, 707 discount general merchandise stores, including 21 franchised Fred's stores, in 15 states in the southeastern United States. There are 330 full service pharmacy departments located within our discount general merchandise stores.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and are presented in accordance with the requirements of Form 10-Q and therefore do not include all information and notes necessary for a fair presentation of financial position, results of operations and cash flows in conformity with GAAP. The statements reflect all adjustments (consisting of only normal recurring accruals) which are, in the opinion of management, necessary for a fair presentation of financial position in conformity with GAAP. The statements should be read in conjunction with the Notes to the Condensed Consolidated Financial Statements for the fiscal year ended January 28, 2012 incorporated into our Annual Report on Form 10-K.

The results of operations for the thirteen week period ended April 28, 2012 are not necessarily indicative of the results to be expected for the full fiscal year.