June 22, 1999 Noteholders of Bradlees Stores, Inc. Re: Issuer Tender Offer ------------------- Gentlemen: Enclosed please find materials concerning an offer to enter into a supplemental agreement relating to your 9% Convertible Notes of Bradlees...

                                                                    Exhibit A(3)
                         [Leterhead of Bradlees, Inc.]



                                 June 22, 1999



Noteholders of Bradlees Stores, Inc.

Re:  Issuer Tender Offer
     -------------------

Gentlemen:

     Enclosed please find materials concerning an offer to enter into a
supplemental agreement relating to your 9% Convertible Notes of Bradlees Stores,
Inc.  Please review these materials carefully.

                                    Very truly yours,

                                    /s/ Xxxxx Xxxxxxx

                                    Xxxxx Xxxxxxx
                                    Chairman and CEO

Enclosure