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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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<SEC-DOCUMENT>0000928465-01-500020.txt : 20010308
<SEC-HEADER>0000928465-01-500020.hdr.sgml : 20010308
ACCESSION NUMBER:		0000928465-01-500020
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20010208
ITEM INFORMATION:		
FILED AS OF DATE:		20010306

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			AMCON DISTRIBUTING CO
		CENTRAL INDEX KEY:			0000928465
		STANDARD INDUSTRIAL CLASSIFICATION:	WHOLESALE-GROCERIES & GENERAL LINE [5141]
		IRS NUMBER:				470702918
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			0930

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		
		SEC FILE NUMBER:	001-15589
		FILM NUMBER:		1561639

	BUSINESS ADDRESS:	
		STREET 1:		10228 L ST
		STREET 2:		POST OFFICE BOX 241230
		CITY:			OMAHA
		STATE:			NE
		ZIP:			68127
		BUSINESS PHONE:		4023313727

	MAIL ADDRESS:	
		STREET 1:		10228 L STREET
		STREET 2:		POST OFFICE 241230
		CITY:			OMAHA
		STATE:			NE
		ZIP:			68127
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>mwi8k.txt
<TEXT>

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K


                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(D) OF THE
                             SECURITIES ACT OF 1934


      Date of Report (Date of earliest event reported) February 8, 2001
      -------------------------------------------------------------------


                          AMCON DISTRIBUTING COMPANY
                          --------------------------
           (Exact name of registrant as specified in its charter)


DELAWARE                           0-24708                      47-0702918
- ------------------------------------------------------------------------------
(State or other                   (Commission                 (IRS Employer
jurisdiction of                   File Number)             Identification No.)
incorporation)


                        10228 "L" Street, Omaha, NE 68127
                        ---------------------------------
                (Address of principal executive offices) (Zip Code)


                                (402) 331-3727
                                --------------
             (Registrant's telephone number, including area code)


                                 Not Applicable
                                 --------------
          (Former name or former address, if changed since last report)



ITEM 5.  OTHER EVENTS

On February 8, 2001, the Company entered into an agreement to purchase
substantially all of the distribution business and assets of Merchants
Wholesale, Inc. ("Merchants") located in Quincy, IL.  In addition, the Company
has agreed to purchase the real estate, including a 206,000 square foot
building currently occupied by Merchants.  The transaction is scheduled to
close in May 2001 pending regulatory approvals.  The purchase price will be
based on assets held at the closing date and is estimated to be between $40
and $50 million.  The transaction will be accounted for using the purchase
method of accounting.  Merchants operates through eight states as a wholesale
distributor of consumers products in the Company's traditional business.
Merchant's distribution territory is within and contiguous to the Company's
current traditional business territory.

Funding for the Merchants acquisition will be provided through borrowings
under a revolving credit facility, which is in the process of being negotiated
to accommodate the additional business.  Funding for the real estate and
building will be provided by a term loan from a bank, which is also being
negotiated.

On February 8, 2001, AMCON issued a press release announcing the agreement.
The press release is filed herewith as an exhibit and incorporated herein by
reference.



         EXHIBIT NO.       DESCRIPTION

         99.1              Press release, dated February 8, 2001, issued
                           by AMCON Distributing Company



                                    SIGNATURE

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

                                AMCON DISTRIBUTING COMPANY
                                     (Registrant)



Date:    March 5, 2001          By :     Michael D. James
                                         -------------------------
                                Name:    Michael D. James
                                Title:   Treasurer & Chief Financial
                                           Officer



                                 EXHIBIT INDEX
                                 -------------

Exhibit          Description

99.1             Press release, dated February 8, 2001, issued by AMCON
                 Distributing Company and Food For Health Company, Inc.



</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>mwi8kex99.txt
<DESCRIPTION>PRESS RELEASE
<TEXT>

                            Exhibit 99.1

                            NEWS RELEASE

FOR FURTHER INFORMATION CONTACT:

Michael D. James                                 FOR IMMEDIATE RELEASE
Tel  402-331-3727
Fax  402-331-4834

                   AMCON ANNOUNCES MAJOR ACQUISITION

Omaha, NE, February 8, 2001 -- AMCON Distributing Company (AMEX:  DIT) announced
today that it has entered into an agreement to acquire substantially all of the
distribution business and  assets of Merchants Wholesale, Inc. located in
Quincy, IL.  The transaction is scheduled to close in May 2001 pending
regulatory approvals.  Terms of the arrangement were not disclosed, although no
common equity is to be issued in the transaction.

Merchants, owned by Robert Lansing of Quincy,  operates as a wholesale
distributor of consumer products consisting of beverages, tobacco, food service,
grocery, health and beauty care,  and candy and snack products.  Merchant's
sales territory includes Arkansas, Illinois, Indiana, Iowa, Kansas, Missouri,
Ohio and Wisconsin.  The annual sales of the Merchants operation should boost
AMCON's annualized revenues to approximately $900 million.

William F. Wright, Chairman of AMCON, noted that "The combination of the two
companies serving contiguous territories should allow AMCON to more effectively
serve our customers and compete throughout the expanded territory.  This
transaction is a logical fit with our overall strategic plan for the Company."

Omaha-based AMCON, and its subsidiary, Food For Health Co., Inc. ("FFH"), are
leading wholesale distributors of consumer products including beverages, candy,
tobacco, groceries, food service, organic produce and natural products, frozen
and chilled foods, and health and beauty care products with distribution centers
in Arizona, Florida, Missouri (2), Nebraska, North Dakota, South Dakota and
Wyoming.  Chamberlin's Natural Foods, Inc., and Health Food Associates, Inc.,
both wholly-owned subsidiaries of FFH, operate health and natural product retail
stores in central Florida (8), Kansas, Missouri, Nebraska and Oklahoma (3).  The
retail stores operate under the names Chamberlin's Market & Cafe and Akin's
Natural Foods Market.

This news release contains forward looking statements that are subject to risks
and uncertainties and which reflect management's current beliefs and estimates
of future economic circumstances, industry conditions, Company performance and
financial results.  A number of factors could affect the future results of the
Company and could cause those results to differ materially from those expressed
in the Company's forward looking statements.  Moreover, past financial
performance should not be considered a reliable indicator of future performance.
Accordingly, the Company claims the protection of the safe harbor for forward-
looking statements contained in the Private Securities Litigation Reform Act of
1995 with respect to all such forward-looking statements.

     Visit AMCON Distributing Company's web site at: www.amcon-dist.com


                                - End -
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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