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) March 14, 2011

AutoNation, Inc.

(Exact name of registrant as specified in its charter)

Delaware	1-13107	73-1105145
(State or other jurisdiction of incorporation)	(Commission      File Number)	(IRS Employer Identification No.)

200 SW 1st Ave

Fort Lauderdale, Florida 33301

(Address of principal executive offices, including zip code)

Registrant's telephone number, including area code (954) 769-6000

(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 (see General Instruction A.2. below):

¨ 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 14, 2011, the Board of Directors (the “Board”) of AutoNation, Inc. (the “Company”) increased the size of the Board to ten members and appointed Alison H. Rosenthal as a member of the Board effective immediately. The Board determined that Ms. Rosenthal qualifies as independent under the director independence standards set forth in the Company’s Corporate Governance Guidelines and the applicable listing standards of the New York Stock Exchange.

Ms. Rosenthal will participate in the Company’s non-employee director compensation program, pursuant to which she will receive an annual retainer of $50,000 for service on the Board. To the extent she is appointed to one or more Board committees in the future, she will receive an additional retainer of $5,000 per committee ($10,000 if she’s appointed to the Audit Committee). The annual Board retainer and any annual committee retainer will be prorated based on the number of months served during the year and will be paid in cash. Ms. Rosenthal will also be entitled to receive expense reimbursement in connection with meeting attendance.

In accordance with the terms of the Company’s 2007 Non-Employee Director Stock Option Plan, as amended (the “Plan”), Ms. Rosenthal will receive an automatic quarterly grant of an option to purchase 5,000 shares of the Company’s common stock on the first trading day of each March, June, September, and December while she is serving on the Board. All options granted under the Plan vest immediately upon the date of grant and have an exercise price equal to the closing price per share of the Company’s common stock on the applicable grant date.

A copy of the press release issued by the Company announcing the appointment of Ms. Rosenthal as a member of the Board is attached as Exhibit 99.1 to this report and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release of AutoNation, Inc. dated March 14, 2011 regarding the appointment of Alison H. Rosenthal as a member of the Board of Directors.

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.

	AUTONATION, INC.
Date: March 14, 2011	By:	/s/ Jonathan P. Ferrando
		Jonathan P. Ferrando
		Executive Vice President, General Counsel and Secretary

EX-99.1

Exhibit 99.1

Contact: Marc Cannon (954) 769-3146 cannonm@autonation.com   Investor contact: Cheryl Scully (954) 769-7734 scullyc@autonation.com   Kate Keyser (954) 769-7342 keyserk1@autonation.com

AutoNation Names Alison H. Rosenthal to Board of Directors

FORT LAUDERDALE, Fla., March 14, 2011, AutoNation, Inc. (NYSE: AN), America’s largest automotive retailer, today announced that its Board of Directors appointed Alison H. Rosenthal as an independent director effective March 14, 2011. Ms. Rosenthal’s appointment expands the AutoNation Board to ten members.

“We are very pleased to have Alison Rosenthal join the AutoNation Board,” said Mike Jackson, AutoNation’s Chairman and Chief Executive Officer. “Alison’s technology experience, especially in the areas of mobile applications and social media, will be a valuable resource for the Board.”

From February 2006 until January 2011, Ms. Rosenthal led various initiatives in the Business Development Department at Facebook, Inc., where she served as Senior Manager from February 2006 until July 2008 and as Head of the Global Operator Program, Mobile from July 2008 until January 2011. Ms. Rosenthal also served as an associate at General Atlantic Partners, LLC, a global private equity fund focused on IT, from February 2001 until June 2003 and as an analyst at Goldman, Sachs & Co., a leading global investment banking and securities firm, from July 1998 until July 2000.

For more information about AutoNation and its Board of Directors, please visit www.autonation.com.

About AutoNation, Inc.

AutoNation, Inc., headquartered in Fort Lauderdale, Fla., is America’s largest automotive retailer. A component of the Standard and Poor’s 500 Index, AutoNation owns and operates 243 new vehicle franchises in 15 states. For additional information, please visit corp.AutoNation.com or www.AutoNation.com.