Exhibit 3.79


                                AGREEMENT OF
                            LIMITED PARTNERSHIP
                                     OF
                     AUTONATION FORT WORTH MOTORS LTD.


         WE, THE UNDERSIGNED (the "Partners"), desiring to form a Limited
Partnership pursuant to the Texas Uniform Limited Partnership Act, Article
6132a-1 of the Texas Revised Limited Partnership Act of Texas, agree as
follows:

         1. The name of the partnership is AUTONATION FORT WORTH MOTORS,
LTD. (the "Partnership").

         2. The business of the Partnership shall be any or all lawful acts
and activities for which partnerships may be operated under the laws of the
State of Texas and to engage in such activities related to the foregoing as
may be necessary, advisable or convenient to the promotion or conduct of
the business of the Partnership.

         3. The principal place of business of the Partnership shall be
located at 5611 UTSA Blvd., San Antonio, TX 78249.

         4. The names and places of residence of the Partners are as shown
on Exhibit A hereto.

         5. Immediately following the execution of this Agreement, the
general partner shall file with the Secretary of State of the State of
Texas a Certificate of Limited Partnership in the form of Exhibit B
attached hereto and made a part hereof for all purposes.

         6. The Partnership shall exist until December 31, 2050, and
thereafter for the purpose of winding up, or until earlier terminated by
law.

         7. The general partner and limited partner have not agreed and are
not otherwise obliged to make any contribution to the Partnership in
addition to their original contributions.

         8. Cash and other assets of the Partnership believed by the
general partner not to be necessary for the Partnership's activities shall
be distributed to the Partners pro rata, in accordance with their
partnership percentages as set forth on Exhibit A hereto. All profits and
losses of the Partnership shall be allocated to the Partners pro rata, in
accordance with their partnership percentages as set forth on Exhibit A
hereto, except to the extent otherwise required by the provisions of
Section 704(b) and 704(c) of the Internal Revenue Code of 1986, as amended.

         9. The general partner has the authority on behalf of the
Partnership to take such actions on behalf of the Partnership as it may
determine to be necessary to further the business of the Partnership,
including, without limitation, the entering into of contracts of sale to
acquire, sell, mortgage or lease real property.

         10. Each of the general partner and the limited partner may sell
their respective Partnership interests without the consent of the other.

         11. The address of the registered office of the Partnership is 350
N. St. Paul Street, Dallas, Texas 75201, and the registered agent for
service of process on the Partnership in the State of Texas at such
registered office is CT Corporation System.

         12. This Agreement may be executed in multiple counterparts, each
of which shall be deemed an original and all of which shall constitute one
Agreement, and the signature of any party to any counterpart shall be
deemed a signature to, and may be appended to, any other counterpart.


                    SIGNATURE PAGES OF PARTNERS ATTACHED