exv99w1

Exhibit 99.1

FOR IMMEDIATE RELEASE

SALES IMPROVEMENT OF 25 PERCENT DRIVES SUBSTANTIAL PROFIT INCREASE AT GROUP 1 AUTOMOTIVE IN SECOND QUARTER

Share Repurchase Authorization Announced

HOUSTON, July 27, 2010 — Group 1 Automotive, Inc. (NYSE: GPI), a Fortune 500 automotive retailer, today reported a second-quarter adjusted net income increase of 73.0 percent to $17.8 million, or $0.75 per diluted share, for the period ended June 30, 2010. This compares to adjusted net income of $10.3 million, or $0.44 per diluted share, for the second quarter of 2009. Including the $5.1 million net after-tax adjustments for non-cash asset impairment charges, losses on a dealership disposition and severance costs shown in the attached reconciliation table, net income for the second quarter of 2010 was $12.8 million, or $0.54 per diluted share.

Second-Quarter Operating Highlights

•		Same-store total revenues increased 25.0 percent compared to the prior-year period, primarily reflecting a 26.5 percent increase in new vehicle sales and a 31.7 percent increase in used retail sales.

•		Same-store new and used vehicle gross profits grew 25.5 percent and 24.0 percent, respectively.

•		Same-store parts and service gross profit improved 7.6 percent on 4.8 percent higher revenues.

•		On a same-store per-retail-unit basis, finance and insurance gross profit expanded to $1,028.

•		Same-store selling, general and administrative expenses as a percent of gross profit improved 390 basis points sequentially, to 77.3 percent.

“Group 1’s sales results in the second quarter far exceeded the overall market’s improvement and demonstrates that our focus on growing our business is gaining traction,” said Earl J. Hesterberg, Group 1’s president and chief executive officer. “The hard work by our operating team to retain and attract new customers in this improving selling environment showed good results this quarter. In addition, the benefits of Group 1’s leaner expense structure are becoming evident as sales begin to grow again.”

Balance Sheet

New vehicle inventory was $484.9 million as of June 30, 2010, an increase of $30.5 million compared to March 31. The company ended the quarter with immediately available funds of $104.2 million and available liquidity of $275.0 million.

Share Repurchase Update / New Authorization

During the second quarter, Group 1 completed its 2008 authorization to repurchase $20.0 million of its common stock by repurchasing 748,464 shares at an average price per share of $25.69.

Group 1 also announced that its board of directors authorized a new share repurchase program of up to $25.0 million of the company’s common stock. Purchases may be made from time to time, based on market conditions, legal requirements and other corporate considerations, in the open market or in privately negotiated transactions.

The company expects that any repurchase of shares will be funded by cash from operations. As of June 30, the company had 23.8 million shares of common stock outstanding. Repurchased shares will be held in treasury.

Group 1 Automotive, Inc.

Second-Quarter Earnings Conference Call

Group 1’s senior management will host a conference call today at 11 a.m. ET to discuss the second-quarter financial results and the company’s outlook and strategy.

The conference call will be simulcast live, and a slide presentation will be accessible, on the Internet at www.group1auto.com through the Investor Relations section. A replay will be available for 30 days.

The conference call will also be available live by dialing in 10 minutes prior to the start of the call at:

Domestic: 877-874-1571
International: 719-325-4762
Participant Passcode: 6144821

A telephonic replay will be available following the call through August 3 by dialing:

Domestic: 888-203-1112
International: 719-457-0820
Replay Passcode: 6144821

About Group 1 Automotive, Inc.

Group 1 owns and operates 101 automotive dealerships, 136 franchises, and 25 collision service centers in the United States and the United Kingdom that offer 32 brands of automobiles. Through its dealerships, the company sells new and used cars and light trucks; arranges related financing, vehicle service and insurance contracts; provides maintenance and repair services; and sells replacement parts.

Group 1 Automotive can be reached on the Internet at www.group1auto.com.

This press release contains “forward-looking statements,” which are statements related to future, not past, events and are based on our current expectations and assumptions regarding our business, the economy and other future conditions. In this context, the forward-looking statements often include statements regarding our goals, plans, projections and guidance regarding our financial position, results of operations, market position, pending and potential future acquisitions and business strategy, and often contain words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “may” or “will” and similar expressions. Any such forward-looking statements are not assurances of future performance and involve risks and uncertainties that may cause actual results to differ materially from those set forth in the statements. These risks and uncertainties include, among other things, (a) general economic and business conditions, (b) the level of manufacturer incentives, (c) the future regulatory environment, (d) our ability to obtain an inventory of desirable new and used vehicles, (e) our relationship with our automobile manufacturers and the willingness of manufacturers to approve future acquisitions, (f) our cost of financing and the availability of credit for consumers, (g) our ability to complete acquisitions and dispositions and the risks associated therewith, (h) foreign exchange controls and currency fluctuations, and (i) our ability to retain key personnel. These factors, as well as additional factors that could affect our forward-looking statements, are described in our Form 10-K under the headings “Business—Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” We urge you to carefully consider this information. We undertake no duty to update our forward-looking statements, including our earnings outlook, whether as a result of new information, future developments or otherwise, except as may be required by law.

SOURCE: Group 1 Automotive, Inc.

Investor contacts:

Kim Paper Canning, Manager, Investor Relations | Group 1 Automotive Inc. | 713-647-5741 | kpaper@group1auto.com

Media contacts:

Pete DeLongchamps, Vice President, Manufacturer Relations and Public Affairs | Group 1 Automotive Inc. | 713-647-5770 | pdelongchamps@group1auto.com

or
Clint Woods, Pierpont Communications, Inc. | 713-627-2223 | cwoods@piercom.com

FINANCIAL TABLES FOLLOW

Group 1 Automotive, Inc.
Consolidated Statements of Operations
(Unaudited)
(In thousands, except per share amounts)


	Three Months Ended June 30,									Six Months Ended June 30,
	2010			2009			% Change			2010			2009			% Change
REVENUES:
New vehicle retail sales	$	785,851		$	608,592			29.1	%	$	1,431,972		$	1,155,884			23.9	%
Used vehicle retail sales		340,142			249,770			36.2			619,751			474,629			30.6
Used vehicle wholesale sales		55,678			34,649			60.7			98,190			69,385			41.5
Parts and service		194,063			183,105			6.0			379,498			363,970			4.3
Finance and insurance		42,775			32,639			31.1			80,251			64,704			24.0

Total revenues		1,418,509			1,108,755			27.9			2,609,662			2,128,572			22.6

COST OF SALES:
New vehicle retail sales		740,740			573,612			29.1			1,347,487			1,091,430			23.5
Used vehicle retail sales		307,596			223,942			37.4			560,768			424,195			32.2
Used vehicle wholesale sales		54,558			33,541			62.7			95,407			67,333			41.7
Parts and service		88,963			86,545			2.8			174,827			171,845			1.7

Total cost of sales		1,191,857			917,640			29.9			2,178,489			1,754,803			24.1


GROSS PROFIT		226,652			191,115			18.6			431,173			373,769			15.4

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES		182,465			151,113			20.7			348,871			304,347			14.6

DEPRECIATION AND AMORTIZATION EXPENSE		6,679			6,462			3.4			13,164			12,875			2.2

ASSET IMPAIRMENTS		1,482			2,040			(27.4	)		1,482			2,135			(30.6	)

OPERATING INCOME		36,026			31,500			14.4			67,656			54,412			24.3

OTHER INCOME (EXPENSE):
Floorplan interest expense		(8,633	)		(7,857	)		9.9			(16,199	)		(16,819	)		(3.7	)

Other interest expense, net		(6,267	)		(7,576	)		(17.3	)		(13,371	)		(14,539	)		(8.0	)

Gain (loss) on redemption of long-term debt		—			232			(100.0	)		(3,872	)		7,613			(150.9	)

Other expense, net		—			(5	)		(100.0	)		—			(2	)		(100.0	)


INCOME BEFORE INCOME TAXES		21,126			16,294			29.7			34,214			30,665			11.6

PROVISION FOR INCOME TAXES		(8,357	)		(6,212	)		34.5			(13,464	)		(12,208	)		10.3


NET INCOME	$	12,769		$	10,082			26.7	%	$	20,750		$	18,457			12.4	%


DILUTED INCOME PER SHARE	$	0.54		$	0.43			25.6	%	$	0.88		$	0.80			10.0	%

Weighted average diluted shares outstanding		23,638			23,288			1.5	%		23,663			23,107			2.4	%

Group 1 Automotive, Inc.
Consolidated Balance Sheets
(Dollars in thousands)


	June 30,			December 31,
	2010			2009			% Change
	(Unaudited)
ASSETS:
CURRENT ASSETS:
Cash and cash equivalents	$	32,186		$	13,221			143.4	%
Contracts in transit and vehicle receivables, net		111,175			86,500			28.5
Accounts and notes receivable, net		68,198			62,496			9.1
Inventories		696,994			596,743			16.8
Deferred income taxes		14,248			14,653			(2.8	)
Prepaid expenses and other current assets		43,977			48,425			(9.2	)

Total current assets		966,778			822,038			17.6
PROPERTY AND EQUIPMENT, net		454,420			475,828			(4.5	)
GOODWILL AND INTANGIBLE FRANCHISE RIGHTS		667,160			658,281			1.3
OTHER ASSETS		10,899			13,267			(17.8	)

Total assets	$	2,099,257		$	1,969,414			6.6	%


LIABILITIES AND STOCKHOLDERS’ EQUITY:

CURRENT LIABILITIES:
Floorplan notes payable — credit facility	$	603,836		$	491,892			22.8	%
Offset account related to floorplan notes payable — credit facility		(72,048	)		(71,573	)		0.7
Floorplan notes payable — manufacturer affiliates		100,802			115,180			(12.5	)
Current maturities of long-term debt		14,395			14,355			0.3
Current liabilities from interest rate risk management activities		5,500			10,412			(47.2	)
Accounts payable		91,904			72,276			27.2
Accrued expenses		82,075			86,271			(4.9	)

Total current liabilities		826,464			718,813			15.0
2.25% CONVERTIBLE SENIOR NOTES (aggregate principal of $182,753 at June 30, 2010 and December 31, 2009)		134,984			131,932			2.3
3.00% CONVERTIBLE SENIOR NOTES (aggregate principal of $115,000 at June 30, 2010)		72,940			—			100.0
8.25% SENIOR SUBORDINATED NOTES		—			73,267			(100.0	)
MORTGAGE FACILITY, net of current maturities		154,347			182,216			(15.3	)
OTHER REAL ESTATE RELATED AND LONG-TERM DEBT, net of current maturities		22,223			19,040			16.7
CAPITAL LEASE OBLIGATIONS RELATED TO REAL ESTATE, net of current maturities		36,783			37,686			(2.4	)
DEFERRED INCOME TAXES		44,337			33,932			30.7
LIABILITIES FROM INTEREST RATE RISK MANAGEMENT ACTIVITIES		21,253			20,151			5.5
OTHER LIABILITIES		28,711			26,633			7.8
DEFERRED REVENUES		4,645			5,588			(16.9	)

STOCKHOLDERS’ EQUITY:
Common stock		262			262			—
Additional paid-in capital		370,104			346,055			6.9
Retained earnings		492,682			471,932			4.4
Accumulated other comprehensive loss		(25,409	)		(26,256	)		(3.2	)
Treasury stock		(85,069	)		(71,837	)		18.4

Total stockholders’ equity		752,570			720,156			4.5

Total liabilities and stockholders’ equity	$	2,099,257		$	1,969,414			6.6	%


KEY DEBT COVENANT METRICS:
Senior secured leverage ratio (must be less than 2.75)		1.18			1.31
Total leverage ratio (must be less than 4.50)		3.59			3.29
Fixed charge coverage ratio (must be greater than 1.25)		1.70			1.76
Current ratio (must be greater than 1.15)		1.38			1.34

Group 1 Automotive, Inc.
Consolidated Statements of Adjusted Cash Flows from Operating Activities
(Unaudited)
(In thousands)


	Three Months Ended June 30,									Six Months Ended June 30,
	2010			2009			% Change			2010			2009			% Change
Net income	$	12,769		$	10,082			26.7	%	$	20,750		$	18,457			12.4	%
Adjustments to reconcile net income to net cash provided by operating activities:
Asset Impairments		1,482			2,040			(27.4	)		1,482			2,135			(30.6	)
Depreciation and amortization		6,679			6,462			3.4			13,164			12,875			2.2
Deferred income taxes		7,832			8,763			(10.6	)		12,162			14,901			(18.4	)
(Gain) loss on redemption of long—term debt		—			(232	)		(100.0	)		3,872			(7,613	)		150.9
(Gain) loss on sale of assets		4,297			(1,270	)		438.3			4,452			(848	)		625.0
Stock-based compensation		2,479			3,190			(22.3	)		5,176			5,427			(4.6	)
Amortization of debt discount and issue costs		2,322			2,172			6.9			3,957			4,143			(4.5	)
Other		244			138			76.8			438			(549	)		179.8

Changes in operating assets and liabilities, net of effects of acquisitions and dispositions:
Inventories		(46,143	)		101,620			(145.4	)		(94,377	)		303,646			(131.1	)
Floorplan notes payable — credit facility		44,397			(82,643	)		153.7			111,944			(280,303	)		139.9
Floorplan notes payable — manufacturer affiliates		(11,884	)		(18,434	)		(35.5	)		(12,577	)		(43,719	)		(71.2	)
Contracts-in-transit and vehicle receivables		(5,684	)		7,237			(178.5	)		(24,781	)		24,147			(202.6	)
Accounts and notes receivable		(3,228	)		1,213			(366.1	)		(6,319	)		13,868			(145.6	)
Prepaid expenses and other assets		172			(5,933	)		102.9			1,794			(364	)		592.9
Deferred revenues		(45	)		(1,323	)		(96.6	)		(943	)		(2,564	)		(63.2	)
Accounts payable and accrued expenses		(7,261	)		(7,014	)		3.5			15,699			(17,729	)		188.5

Adjusted net cash provided by operating activities	$	8,428		$	26,068			(67.7	)%	$	55,893		$	45,910			21.7	%

Group 1 Automotive, Inc.
Additional Information — Consolidated
(Unaudited)


		Three Months Ended						Six Months Ended
		June 30,						June 30,
		2010			2009			2010			2009
NEW VEHICLE UNIT SALES GEOGRAPHIC MIX:
Region	Geographic Market
Eastern	Massachusetts		14.9	%		14.6	%		15.1	%		14.2	%
	New Jersey		6.8			6.7			6.6			6.9
	New Hampshire		4.0			3.9			4.2			3.8
	New York		3.9			4.6			3.8			4.4
	Georgia		3.8			3.7			3.8			3.7
	Louisiana		3.2			3.0			3.1			3.2
	Florida		1.6			1.6			1.7			1.8
	Mississippi		1.5			1.8			1.7			1.7
	South Carolina		1.3			0.3			0.8			0.3
	Alabama		1.2			0.6			1.3			0.6
	Maryland		0.8			1.0			0.8			1.0

			43.0			41.8			42.9			41.6

Central	Texas		30.5			33.1			30.7			32.5
	Oklahoma		8.4			8.8			8.1			8.5
	Kansas		0.9			1.3			0.9			1.2

			39.8			43.2			39.7			42.2

Western	California		12.5			12.7			13.1			14.1

International	United Kingdom		4.7			2.3			4.3			2.1

			100.0	%		100.0	%		100.0	%		100.0	%

NEW VEHICLE UNIT SALES BRAND MIX:
Toyota/Scion/Lexus			35.1	%		34.3	%		34.9	%		34.7	%
Nissan/Infiniti			14.1			12.6			14.9			12.1
Honda/Acura			12.3			13.5			12.4			13.6
BMW/Mini			11.5			10.3			11.0			9.7
Ford			8.9			8.9			9.0			9.1
Mercedes-Benz			5.5			5.4			5.6			5.8
GM			4.2			3.8			4.0			3.9
Chrysler			3.0			6.2			2.9			6.5
Other			5.4			5.0			5.3			4.6

			100.0	%		100.0	%		100.0	%		100.0	%

NEW VEHICLE UNIT SALES OTHER MIX:
Import			57.8	%		56.3	%		58.1	%		55.9	%
Luxury			26.9			26.0			26.9			25.7
Domestic			15.3			17.7			15.0			18.4

			100.0	%		100.0	%		100.0	%		100.0	%

Car			59.0	%		58.0	%		58.4	%		57.0	%
Truck			41.0			42.0			41.6			43.0

			100.0	%		100.0	%		100.0	%		100.0	%

Group 1 Automotive, Inc.
Additional Information — Consolidated
(Unaudited)
(Dollars in thousands, except per unit amounts)


	Three Months Ended June 30,									Six Months Ended June 30,
	2010			2009			% Change			2010			2009			% Change
REVENUES:
New vehicle retail sales	$	785,851		$	608,592			29.1	%	$	1,431,972		$	1,155,884			23.9	%
Used vehicle retail sales		340,142			249,770			36.2			619,751			474,629			30.6
Used vehicle wholesale sales		55,678			34,649			60.7			98,190			69,385			41.5

Total used		395,820			284,419			39.2			717,941			544,014			32.0
Parts and service		194,063			183,105			6.0			379,498			363,970			4.3
Finance and insurance		42,775			32,639			31.1			80,251			64,704			24.0

Total	$	1,418,509		$	1,108,755			27.9	%	$	2,609,662		$	2,128,572			22.6	%

GROSS MARGIN:
New vehicle retail sales		5.7	%		5.7	%					5.9	%		5.6	%
Used vehicle retail sales		9.6			10.3						9.5			10.6
Used vehicle wholesale sales		2.0			3.2						2.8			3.0
Total used		8.5			9.5						8.6			9.6
Parts and service		54.2			52.7						53.9			52.8
Finance and insurance		100.0			100.0						100.0			100.0
Total		16.0	%		17.2	%					16.5	%		17.6	%

GROSS PROFIT:
New vehicle retail sales	$	45,111		$	34,980			29.0	%	$	84,485		$	64,454			31.1	%
Used vehicle retail sales		32,546			25,828			26.0			58,983			50,434			17.0
Used vehicle wholesale sales		1,120			1,108			1.1			2,783			2,052			35.6

Total used		33,666			26,936			25.0			61,766			52,486			17.7
Parts and service		105,100			96,560			8.8			204,671			192,125			6.5
Finance and insurance		42,775			32,639			31.1			80,251			64,704			24.0

Total	$	226,652		$	191,115			18.6	%	$	431,173		$	373,769			15.4	%

UNITS SOLD:
Retail new vehicles sold		25,101			19,954			25.8	%		45,732			37,885			20.7	%
Retail used vehicles sold		17,636			13,914			26.8			32,629			27,006			20.8
Wholesale used vehicles sold		8,692			6,426			35.3			15,408			12,855			19.9

Total used		26,328			20,340			29.4	%		48,037			39,861			20.5	%

GROSS PROFIT PER UNIT SOLD:
New vehicle retail sales	$	1,797		$	1,753			2.5	%	$	1,847		$	1,701			8.6	%
Used vehicle retail sales		1,845			1,856			(0.6	)		1,808			1,868			(3.2	)
Used vehicle wholesale sales		129			172			(25.0	)		181			160			13.1
Total used		1,279			1,324			(3.4	)		1,286			1,317			(2.4	)
Finance and insurance (per retail unit)	$	1,001		$	964			3.8	%	$	1,024		$	997			2.7	%

OTHER ⁽¹⁾:
SG&A expenses	$	176,850		$	152,568			15.9	%	$	343,256		$	305,050			12.5	%
SG&A as % revenues		12.5	%		13.8	%					13.2	%		14.3	%
SG&A as % gross profit		78.0	%		79.8	%					79.6	%		81.6	%
Operating margin		3.0	%		2.9	%					2.9	%		2.6	%
Pretax margin		2.0	%		1.5	%					1.7	%		1.2	%

FLOORPLAN EXPENSE:
Floorplan interest	$	(8,633	)	$	(7,857	)		9.9	%	$	(16,199	)	$	(16,819	)		(3.7)	%
Floorplan assistance		6,089			4,725			28.9			11,323			9,259			22.3

Net floorplan expense	$	(2,544	)	$	(3,132	)		(18.8	)%	$	(4,876	)	$	(7,560	)		(35.5)	%


⁽¹⁾		These amounts have been adjusted to exclude the impact of certain items to provide additional information regarding the performance of our operations and improve period-to-period comparability. Refer to our Reconciliation of Certain Non-GAAP Financial Measures for a description of the aforementioned adjustments.

Group 1 Automotive, Inc.
Additional Information – Same Store⁽¹⁾
(Unaudited)
(Dollars in thousands, except per unit amounts)


	Three Months Ended June 30,									Six Months Ended June 30,
	2010			2009			% Change			2010			2009			% Change
REVENUES:
New vehicle retail sales	$	753,660		$	595,966			26.5	%	$	1,386,699		$	1,130,060			22.7	%
Used vehicle retail sales		320,627			243,479			31.7			593,126			462,066			28.4
Used vehicle wholesale sales		51,444			33,700			52.7			93,032			67,477			37.9

Total used		372,071			277,179			34.2			686,158			529,543			29.6
Parts and service		187,271			178,665			4.8			370,035			354,525			4.4
Finance and insurance		41,955			31,928			31.4			79,071			63,322			24.9

Total	$	1,354,957		$	1,083,738			25.0	%	$	2,521,963		$	2,077,450			21.4	%

GROSS MARGIN:
New vehicle retail sales		5.7	%		5.8	%					5.9	%		5.6	%
Used vehicle retail sales		9.7			10.3						9.6			10.6
Used vehicle wholesale sales		2.4			3.2						3.1			3.0
Total used		8.7			9.4						8.7			9.6
Parts and service		54.2			52.8						54.0			52.9
Finance and insurance		100.0			100.0						100.0			100.0
Total		16.2	%		17.2	%					16.7	%		17.6	%

GROSS PROFIT:
New vehicle retail sales	$	43,208		$	34,429			25.5	%	$	81,453		$	63,559			28.2	%
Used vehicle retail sales		31,213			25,099			24.4			57,127			49,022			16.5
Used vehicle wholesale sales		1,227			1,067			15.0			2,897			2,057			40.8

Total used		32,440			26,166			24.0			60,024			51,079			17.5
Parts and service		101,475			94,295			7.6			199,641			187,372			6.5
Finance and insurance		41,955			31,928			31.4			79,071			63,322			24.9

Total	$	219,078		$	186,818			17.3	%	$	420,189		$	365,332			15.0	%

UNITS SOLD:
Retail new vehicles sold		24,034			19,524			23.1	%		44,256			37,015			19.6	%
Retail used vehicles sold		16,764			13,502			24.2			31,455			26,181			20.1
Wholesale used vehicles sold		8,199			6,281			30.5			14,836			12,538			18.3

Total used		24,963			19,783			26.2	%		46,291			38,719			19.6	%

GROSS PROFIT PER UNIT SOLD:
New vehicle retail sales	$	1,798		$	1,763			2.0	%	$	1,840		$	1,717			7.2	%
Used vehicle retail sales		1,862			1,859			0.2			1,816			1,872			(3.0	)
Used vehicle wholesale sales		150			170			(11.8	)		195			164			18.9
Total used		1,300			1,323			(1.7	)		1,297			1,319			(1.7	)
Finance and insurance (per retail unit)	$	1,028		$	967			6.3	%	$	1,044		$	1,002			4.2	%

OTHER:
SG&A expenses	$	169,332		$	148,358			14.1	%	$	332,589		$	295,988			12.4	%
SG&A as % revenues		12.5	%		13.7	%					13.2	%		14.2	%
SG&A as % gross profit		77.3	%		79.4	%					79.2	%		81.0	%
Operating margin		3.2	%		3.0	%					3.0	%		2.7	%

FLOORPLAN EXPENSE:
Floorplan interest	$	(8,428	)	$	(7,786	)		8.2	%	$	(15,933	)	$	(16,636	)		(4.2	)%
Floorplan assistance		6,023			4,586			31.3			11,243			8,967			25.4

Net floorplan expense	$	(2,405	)	$	(3,200	)		(24.8	)%	$	(4,690	)	$	(7,669	)		(38.8	)%


⁽¹⁾		Same store amounts include the results for the identical months in each period presented in the comparison, commencing with the first full month we owned the dealership and, in the case of dispositions, ending with the last full month we owned it. Same store results also include the activities of our corporate office.

Group 1 Automotive, Inc.
Reconciliation of Certain Non-GAAP Financial Measures
(Unaudited)
(Dollars in thousands, except per share amounts)


	Three Months Ended June 30,									Six Months Ended June 30,
	2010			2009			% Change			2010			2009			% Change
NET INCOME RECONCILIATION:
As reported	$	12,769		$	10,082			26.7	%	$	20,750		$	18,457			12.4	%
Adjustments:
Non-Cash asset impairment charges⁽²⁾		950			1,265						950			1,265
Mortgage debt refinance charges⁽³⁾		—			331						—			331
Loss (gain) on dealership dispositions ⁽⁴⁾		3,698			(902	)					3,698			(451	)
Loss (gain) on debt redemption ⁽⁵⁾		—			(475	)					2,458			(4,906	)
Severance costs related to UK-dealership acquisitions ⁽⁶⁾		405			—						405			—

Adjusted net income ⁽¹⁾	$	17,822		$	10,301			73.0	%	$	28,261		$	14,696			92.3	%

DILUTED INCOME PER SHARE RECONCILIATION⁽⁹⁾:
As reported	$	0.54		$	0.43			25.6	%	$	0.88		$	0.80			10.0	%
Adjustments:
Non-Cash asset impairment charges		0.04			0.06						0.04			0.06
Mortgage debt refinance charges		—			0.01						—			0.01
Loss (gain) on dealership disposition		0.15			(0.04	)					0.15			(0.02	)
Loss (gain) on debt redemption		—			(0.02	)					0.10			(0.21	)
Severance costs related to UK-dealership acquisitions		0.02			—						0.02			—

Adjusted diluted income per share ⁽¹⁾	$	0.75		$	0.44			70.5	%	$	1.19		$	0.64			85.9	%

SG&A RECONCILIATION:
As reported	$	182,465		$	151,113			20.7	%	$	348,871		$	304,347			14.6	%
Adjustments:
Gain (loss) on dealership dispositions		(5,053	)		1,455						(5,053	)		703
Severance costs related to UK-dealership acquisitions		(562	)		—						(562	)		—

Adjusted SG&A ⁽¹⁾	$	176,850		$	152,568			15.9	%	$	343,256		$	305,050			12.5	%

SG&A AS % REVENUES:
Unadjusted		12.9	%		13.6	%					13.4	%		14.3	%
Adjusted ⁽¹⁾		12.5	%		13.8	%					13.2	%		14.3	%

SG&A AS % OF GROSS PROFIT:
Unadjusted		80.5	%		79.1	%					80.9	%		81.4	%
Adjusted ⁽¹⁾		78.0	%		79.8	%					79.6	%		81.6	%

OPERATING MARGIN:
Unadjusted		2.5	%		2.8	%					2.6	%		2.6	%
Adjusted ^{(1), (7)}		3.0	%		2.9	%					2.9	%		2.6	%

PRETAX MARGIN:
Unadjusted		1.5	%		1.5	%					1.3	%		1.4	%
Adjusted ^{(1), (8)}		2.0	%		1.5	%					1.7	%		1.2	%


	Three Months Ended June 30,									Six Months Ended June 30,
	2010			2009			% Change			2010			2009			% Change
CASH FLOWS FROM OPERATING ACTIVITIES RECONCILIATION:
Net cash provided by (used in) operating activities	$	(35,969	)	$	108,711			(133.1	)%	$	(56,051	)	$	326,213			(117.2	)%
Change in floorplan notes payable-credit facility, excluding floorplan offset account		44,397			(82,643	)					111,944			(280,303	)


Adjusted net cash provided by operating activities⁽¹⁾	$	8,428		$	26,068			(67.7	)%	$	55,893		$	45,910			21.7	%


⁽¹⁾		We believe that these adjusted financial measures are relevant and useful to investors because they provide additional information regarding the performance of our operations and improve period-to-period comparability. These measures are not measures of financial performance under GAAP. Accordingly, they should not be considered as substitutes for their unadjusted counterparts, which are prepared in accordance with GAAP. Although we find these non-GAAP results useful in evaluating the performance of our business, our reliance on these measures is limited because the adjustments often have a material impact on our financial statements calculated in accordance with GAAP. Therefore, we typically use these adjusted numbers in conjunction with our GAAP results to address these limitations.

⁽²⁾		Adjustments are net of tax benefit of $532 for the three and six months ended June 30, 2010 and $775 and $870 for the three and six months ended June 30, 2009, respectively, calculated utilizing the applicable federal and state tax rates for the adjustment.

⁽³⁾		Adjustment is net of a tax benefit of $203 for the three and six months ended June 30, 2009, calculated utilizing the applicable federal and state tax rates for the adjustment.

⁽⁴⁾		Adjustments are net of tax benefit of $1,355 for the three and six months ended June 30, 2010 and tax provision of $553 and $252 for the three and six months ended June 30, 2009, respectively, calculated utilizing the applicable federal and state tax rates for the adjustment.

⁽⁵⁾		Adjustments are net of tax benefit of $1,414 for the six months ended June 30, 2010 and tax provision of $291 and $3,241 for the three and six months ended June 30, 2009, respectively, calculated utilizing the applicable federal and state tax rates for the adjustment.

⁽⁶⁾		Adjustment is net of a tax benefit of $157 for the three and six months ended June 30, 2010, calculated utilizing the applicable UK corporate tax rate for the adjustment.

⁽⁷⁾		Excludes the impact of non-cash asset impairment charges, gain/loss on dealership dispositions and severance costs related to UK-dealership acquisitions.

⁽⁸⁾		Excludes the impact of non-cash asset impairment charges, mortgage debt refinance charges, gain/loss on dealership dispositions, gain/loss on debt redemption and severance costs related to UK-dealership acquisitions.

⁽⁹⁾		The sum of the quarterly income per share amounts may not equal the year-to-date amount reported, as per share amounts are computed independently for each quarter and for the year-to-date, based on the respective weighted average common shares outstanding.