8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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):  October 31, 2006 

Lithia Motors, Inc.
(Exact Name of Registrant as specified in its charter)

Oregon	0-21789	93 - 0572810
(State or other jurisdiction of	(Commission File Number)	(IRS Employer Identification No.)
incorporation)
	360 E. Jackson Street
	Medford, Oregon 97501
(Address of Principal Executive Office)

Registrant's telephone number including area code 541-776-6868

Not applicable
(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:

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

[ ] 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 7.01  Regulation FD Disclosure.

     On October 31, 2006, Lithia Motors, Inc. issued a press release announcing the acquisition of a BMW and Mercedes-Benz store in Des Moines, Iowa. A copy of the press release is attached as Exhibit 99.1.

Item 9.01     Financial Statements and Exhibits.

(a)      Not applicable.
(b)      Not applicable.
(c)      Exhibits. 
          99.1 Press Release
         

SIGNATURES

     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.

			LITHIA MOTORS, INC.
			(Registrant)
Date:	October 31, 2006	By:	/s/ Kenneth E. Roberts
			Kenneth E. Roberts
			Assistant Secretary

EX-99.1

EXHIBIT 99.1

MEDFORD, OR. October 31, 2006 (9:30 a.m. PT) – Lithia Motors, Inc. (NYSE: LAD) the country’s eighth-largest automotive dealership group, today announced its acquisition of a BMW and a Mercedes-Benz store in Des Moines, Iowa. Annualized revenues of the two stores are approximately $65 million. The new stores will be named BMW of Des Moines and Mercedes-Benz of Des Moines. Lithia has now completed the acquisition of eleven stores with approximately $390 million in annualized revenues in 2006.

Sid DeBoer, Lithia’s Chairman and CEO, commented, “We like the community of Des Moines which is a market that fits well with our strategy. These stores are Lithia’s first acquisitions in the state of Iowa and we now have operations in 15 states. This is Lithia’s third acquisition of a Mercedes-Benz store and our sixth BMW store. Brand diversification is important to our ongoing strategy and the acquisitions of high-line and import stores that we have done over the last month will help us build a more diverse store base,” concluded Mr. DeBoer.

About Lithia

Lithia Motors, Inc. is a Fortune 700 and Russell 2000 Company. Lithia sells 26 brands of new vehicles at 102 stores which are located in 42 markets within 15 states. Internet sales are centralized at www.Lithia.com. Lithia also sells used vehicles; arranges finance, warranty, and credit insurance contracts; and provides vehicle parts, maintenance, and repair services at all of its locations. Lithia retailed 103,333 new and used vehicles and had $2.9 billion in total revenue in 2005.

Additional Information

For additional information on Lithia Motors, contact the Investor Relations Department: (541) 776-6591 or log-on to: www.lithia.com – go to Investor Relations

Forward Looking Statements

This press release includes forward looking statements within the meaning of the “Safe-Harbor” provisions of the Private Securities Litigation Reform Act of 1995, which management believes are a benefit to shareholders. These statements are necessarily subject to risk and uncertainty and actual results could differ materially due to certain risk factors, including without limitation economic conditions, acquisition risk factors and others set forth from time to time in the company’s filings with the SEC. Specific risks in this press release include the estimated annualized revenue at the new stores.

SOURCE: Lithia Motors, Inc.

Lithia Motors
Investor Relations Department, 541-776-6591