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 7, 2007

CASEY’S GENERAL STORES, INC.

(Exact name of registrant as specified in its charter)

Iowa

(State or other jurisdiction of incorporation)

0-12788	42-0935283
(Commission File Number)	(IRS Employer Identification No.)

One Convenience Blvd., Ankeny, Iowa	50021
(Address of principal executive Offices)	(Zip Code)

515/965-6100

(Registrant’s telephone number, including area code)

NONE

(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 CF 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

On March 7, 2007, Casey’s General Stores, Inc. issued a press release announcing its financial results for the third fiscal quarter ended January 31, 2007. A copy of the Company’s press release is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 8.01. Other Information.

The Company is named as a defendant in five (5) lawsuits (“hot fuel” cases) brought in the federal courts in Kansas and Missouri against a variety of gasoline retailers. The complaints generally allege that the Company, along with numerous other retailers, has misrepresented gasoline volumes dispensed at its pumps by failing to compensate for expansion that occurs when fuel is sold at temperatures above 60°F. Fuel is measured at 60°F in wholesale purchase transactions and computation of motor fuel taxes in Kansas and Missouri. The complaints all seek certification as class actions on behalf of gasoline consumers within those two states, and one of the complaints also seeks certification for a class consisting of gasoline consumers in all states. The actions generally seek recovery for alleged violations of state consumer protection or unfair merchandising practices statutes, negligent and fraudulent misrepresentation, unjust enrichment, civil conspiracy and violation of the duty of good faith and fair dealing, and several seek injunctive relief and punitive damages. These actions are part of a number of similar lawsuits that have been filed in recent weeks in different states against a wide range of defendants that produce, refine, distribute and/or market gasoline products in the United States.

The Company is supporting efforts in the actions in which it is a defendant to consolidate the different actions under the multidistrict litigation procedures available under federal law, for rulings by a single court on discovery matters, various pre-trial motions and class certification issues. Management does not believe the Company is liable to the defendants for the conduct complained of, and intends to contest the matters vigorously.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

The exhibit accompanying this report is listed in the Exhibit Index attached hereto.

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SIGNATURE

Pursuant to the requirements of Section 12 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.

		CASEY’S GENERAL STORES, INC.
Date:	March 7, 2007	By:	/s/ William J. Walljasper
			William J. Walljasper Senior Vice President and Chief Financial Officer

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EXHIBIT INDEX

The following exhibits are filed herewith:

Exhibit	Description
99.1	Press Release of Casey’s General Stores, Inc. dated March 7, 2007

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EX-99.1

Exhibit 99.1

NEWS RELEASE FOR IMMEDIATE RELEASE
Casey’s General Stores, Inc. One Convenience Blvd. Ankeny, IA 50021	Nasdaq Symbol CASY CONTACT BILL WALLJASPER             (515) 965-6505

Casey’s Reports Double-digit Sales Increases

Ankeny, Iowa, March 7, 2007—Casey’s General Stores, Inc. (Nasdaq symbol CASY) today reported $0.22 in earnings per share from continuing operations for the third quarter of fiscal 2007 ended January 31, 2007 compared with $0.15 for the same quarter a year ago. Year to date, earnings from continuing operations were $0.90 per share compared with $1.03 for the same period of fiscal 2006. President and CEO Robert J. Myers stated, “The quarter’s strong earnings were driven by double-digit total sales increases in every business category. Our total inside gross profit was up 16.1%.”

Gasoline—Casey’s annual goal is to increase same-store gasoline gallons sold 2% with an average margin of 10.8 cents per gallon. “Benefiting from a relatively mild winter,” Myers explained, “we posted a 4% gain in same-store gallons sold in the third quarter and a 14.6% increase in total gallons sold.” Year to date, the same-store gallons sold were up 1.1% and the total gallons sold increase was 8.5%. The Company’s average gasoline margin was 10.5 cents per gallon for the quarter and 9.9 cents for the year to date.

Grocery & Other Merchandise—The Company’s annual goal is to increase same-store sales 3.9% with an average margin of 32.2%. “Due to increased proficiencies in the use of point-of-sale data, we were able to achieve strong sales growth in the quarter, resulting in a gross profit gain of 13.4%,” said Myers. Same-store sales were up 6.7% for the quarter and 3.9% for the year to date. Total sales for the quarter increased 15.3% with an average margin of 30.8% and were up 10.2% for the nine months with an average margin of 31.9%.

Prepared Food & Fountain—The annual goal is to increase same-store sales 7.9% with an average margin of 63.4%. Myers stated, “We drove sales in the third quarter by continuing to benefit from our expanded fountain program, making strategic price increases, and enhancing point-of-sale capabilities.” Same-store sales increased 11.9% for both the third quarter and the year to date. The quarter’s total sales were up 19.2%, and the nine months’ sales were up 17.7%. The average margin for the quarter was 62.1%; for the year to date it was 62.2%. Myers described the impact on the category’s gross profit: “It was up a healthy 18.3% for the quarter and up 14.8% for the nine months.”

Operating Expenses—Casey’s has the ongoing annual goal of holding the percentage increase in operating expenses to less than the percentage increase in gross profit. “Operating expenses are somewhat challenging in a volatile gasoline market due to the effect of higher fees because of the size and volume of credit card charges,” said Myers. “Our emphasis is on driving gross profit dollars.” In the third quarter, total gross profit increased 18.6% to $139.8 million while operating expenses increased 14.7%. For the year to date, the increase in gross profit was 7% to $431 million and operating expenses increased 11.9%.

Expansion—The goal for fiscal 2007 is to acquire 50 stores and build 10 new stores. At the nine-month mark Casey’s had acquired 47 stores and built 8 stores. Myers stated, “The integration of the 33 HandiMart stores we acquired in early October is going very well, and the acquisition environment continues to be favorable.”

Dividend—At its March meeting, the Board of Directors declared a quarterly dividend of $0.05 per share. The dividend is payable May 15, 2007 to shareholders of record on May 1, 2007.

****

Casey’s General Stores, Inc. Consolidated Statements of Earnings (Unaudited) (Dollars in thousands, except per share amounts)

	Three months ended January 31,					Nine months ended January 31,
	2007		2006			2007		2006
Net sales	$	922,786	$	798,114		$	3,032,635	$	2,619,303
Franchise revenue		175		164			537		524
Total revenue		922,961		798,278			3,033,172		2,619,827
Cost of goods sold		783,022		680,240			2,601,684		2,216,723
Operating expenses		103,651		90,380			305,325		272,814
Depreciation and amortization		16,204		14,087			47,266		42,370
Interest, net		2,878		2,087			7,960		6,328
		905,755		786,794			2,962,235		2,538,235
Earnings from continuing operations before income taxes, gain (loss) on discontinued operations, and cumulative effect of accounting change		17,206		11,484			70,937		81,592
Federal and state income taxes		6,000		3,928			25,694		29,550
Earnings from continuing operations before gain (loss) on discontinued operations and cumulative effect of accounting change		11,206		7,556			45,243		52,042
Gain (loss) on discontinued operations, net of taxes (tax benefit) of $25, ($386), $48, and ($589)		38		(603	)		74		(921	)
Cumulative effect of accounting change, net of tax benefit of $0, $0, $0, and $692		—		—			—		(1,083	)
Net earnings	$	11,244	$	6,953		$	45,317	$	50,038
Basic
Earnings from continuing operations before loss on discontinued operations and cumulative effect of accounting change	$	.22	$	.15		$	.90	$	1.03
Loss on discontinued operations		—		(.01	)		—		(.02	)
Cumulative effect of accounting change		—		—			—		(.02	)
Net earnings per common share	$	.22	$	.14		$	.90	$	.99
Diluted
Earnings from continuing operations before loss on discontinued operations and cumulative effect of accounting change	$	.22	$	.15		$	.89	$	1.03
Loss on discontinued operations		—		(.01	)		—		(.02	)
Cumulative effect of accounting change		—		—			—		(.02	)
Net earnings per common share	$	.22	$	.14		$	.89	$	.99

Casey’s General Stores, Inc.

Consolidated Balance Sheets

(Dollars in thousands)

(Unaudited)

	January 31, 2007		April 30, 2006
Assets
Current assets
Cash and cash equivalents	$	32,835	$	75,369
Receivables		7,697		9,672
Inventories		96,617		96,255
Prepaid expenses		6,687		7,063
Income taxes receivable		9,451		3,047
Total current assets		153,287		191,406
Other assets, net of amortization		8,515		6,894
Goodwill		45,538		14,414
Property and equipment, net of accumulated depreciation January 31, 2007, $529,574 April 30, 2006, $490,288		836,134		774,825
Total assets	$	1,043,474	$	987,539
Liabilities and Shareholders’ Equity
Current liabilities
Note payable	$	8,200	$	—
Current maturities of long-term debt		48,045		51,628
Accounts payable		102,468		146,121
Accrued expenses		48,003		45,947
Total current liabilities		206,716		243,696
Long-term debt, net of current maturities		155,007		106,512
Deferred income taxes		101,449		99,929
Deferred compensation		7,977		7,236
Other long-term liabilities		8,502		6,976
Total liabilities		479,651		464,349
Total shareholders’ equity		563,823		523,190
Total liabilities and shareholders’ equity	$	1,043,474	$	987,539

Certain statements in this news release, including any discussion of management expectations for future periods, constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to differ materially from future results expressed or implied by those statements. Casey’s disclaims any intention or obligation to update or revise forward-looking statements, whether as a result of new information, future events, or otherwise.

Sales and Gross Profit by Product

(Amounts in thousands)

Nine months ended 1/31/07	Gasoline		Grocery & Other Merchandise		Prepared Food & Fountain		Other		Total
Sales	$	2,168,513	$	645,781	$	201,933	$	16,408	$	3,032,635
Gross profit	$	89,366	$	206,035	$	125,525	$	10,025	$	430,951
Margin		4.1%		31.9%		62.2%		61.1%		14.2%
Gasoline gallons		901,459
Nine months ended 1/31/06
Sales	$	1,849,055	$	586,160	$	171,577	$	12,511	$	2,619,303
Gross profit	$	97,457	$	189,388	$	109,323	$	6,412	$	402,580
Margin		5.3%		32.3%		63.7%		51.3%		15.4%
Gasoline gallons		830,808

Gasoline Gallons Same-store Sales Growth											Gasoline Margin (Cents per gallon)
	Q1		Q2		Q3		Q4		Fiscal Year			Q1		Q2		Q3		Q4		Fiscal Year
F2007	-2.9	%	2.7	%	4.0	%					F2007	9.8	¢	9.4	¢	10.5	¢
F2006	7.7		4.3		4.2		0.5	%	4.4	%	F2006	11.8		14.1		9.2		10.6	¢	11.5	¢
F2005	-1.3		1.0		2.8		5.6		1.9		F2005	12.0		9.8		10.4		11.0		10.8
Grocery & Other Merchandise Same-store Sales Growth											Grocery & Other Merchandise Margin
	Q1		Q2		Q3		Q4		Fiscal Year			Q1		Q2		Q3		Q4		Fiscal Year
F2007	2.3	%	3.5	%	6.7	%					F2007	32.2	%	32.6	%	30.8	%
F2006	7.4		4.5		5.3		4.2	%	5.7	%	F2006	32.1		33.4		31.3		31.3	%	31.9	%
F2005	2.1		4.8		6.8		6.3		4.8		F2005	31.4		31.0		31.4		30.0		30.9
Prepared Food & Fountain Same-store Sales Growth											Prepared Food & Fountain Margin
	Q1		Q2		Q3		Q4		Fiscal Year			Q1		Q2		Q3		Q4		Fiscal Year
F2007	9.5	%	13.7	%	11.9	%					F2007	62.9	%	61.6	%	62.1	%
F2006	7.2		4.5		9.9		7.4	%	7.4	%	F2006	64.0		64.6		62.5	%	60.9	%	63.0	%
F2005	6.1		9.0		9.0		9.8		8.4		F2005	58.8		60.8		60.9		61.0		60.4

Corporate information is available at this Web site: http://www.caseys.com. Earnings will be reported during

a conference call on March 8, 2007. The call will be broadcast live over the Internet at 9:30 a.m. CT via the

Investor Relations section of our Web site and will be available in an archived format.