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 6, 2008

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 6, 2008, Casey’s General Stores, Inc. (the “Company”) issued a press release announcing its financial results for the third fiscal quarter ended January 31, 2008. A copy of the Company’s press release is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

John R. Fitzgibbon, a Director of the Company since 1983, died on March 2, 2008. Mr. Fitzgibbon served as the Chair of the Compensation Committee of the Board of Directors, and also served on the Board’s Audit and Nominating Committees.

As set forth in the attached press release, Donald F. Lamberti, one of the founders of the Company, resigned from the Board effective as of March 4, 2008. At its meeting on March 5, 2008, the Board elected Jeffrey M. Lamberti, Don’s son and former President of the Iowa Senate, to fill the Board vacancy created by the retirement of Don Lamberti.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

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

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 6, 2008	By:	/s/ William J. Walljasper
		William J. Walljasper
		Senior Vice President and Chief Financial Officer

EXHIBIT INDEX

The following exhibits are filed herewith:

Exhibit	Description
99.1	Press Release of Casey’s General Stores, Inc. dated March 6, 2008

EX-99.1

Casey’s Gross Profit Continues to Climb

Ankeny, Iowa, March 6, 2008—Casey’s General Stores, Inc. (Nasdaq symbol CASY) today reported $0.26 in earnings per share from continuing operations for the third quarter of fiscal 2008 ended January 31, 2008 compared with $0.22 for the same quarter a year ago. Year to date, earnings from continuing operations were $1.39 per share compared with $0.90 for the same period of fiscal 2007. “We performed very well in the third quarter,” said President and CEO Robert J. Myers. “Earnings per share were driven by higher-than-goal gas margins and strong results from inside sales.” For the quarter, overall gross profit increased 14.7% to $159.9 million; for the nine months, it grew 22.6% to $527 million.

Gasoline—Casey’s annual goal is to increase same-store gasoline gallons sold 2% with an average margin of 10.7 cents per gallon. Against tough comparatives and near-record retail prices, same-store gallons sold were down 3.9% for the quarter and down 1.8% year to date. For the nine months, total gallons sold were up 2.9% to 923.8 million. Myers linked decreased demand in the third quarter to a 37% increase in the average retail price of gasoline and added, “Our customer counts remained positive despite the rise in prices at the pump, but customers purchased fewer gallons per visit.” Favorable market conditions produced an average gasoline margin of 13.5 cents per gallon for the quarter and 14.3 cents per gallon for the year to date. Gasoline gross profit was up 48.2% for the nine months.

Grocery & Other Merchandise—The Company’s annual goal is to increase same-store sales 4.3% with an average margin of 32.2%. “For the sixteenth consecutive quarter, we increased same-store sales,” said Myers. “Benefiting from steady customer traffic, same-store sales were up 5.4% for the third quarter and 8.5% for the year to date.” Total sales for the quarter increased 6.5% with an average margin of 31.9% and were up 12.7% for the nine months with an average margin of 33.1%. The Company achieved a 16.6% gain in gross profit for the year to date, aided in part by the continued popularity of higher-margin beverage products.

Prepared Food & Fountain—The annual goal is to increase same-store sales 8.4% with an average margin of 62%. Same-store sales were up 8.4% for the quarter and 9.5% for the year to date. Third-quarter total sales were up 9.8% with an average margin of 63.6%, and nine-month total sales were up 13.1% with an average margin of 62.8%. For the year to date, gross profit was up 14.2%. “This category’s excellent performance once again proves the value of applying point-of-sale data and refining our marketing strategies,” said Myers. “As we expected, we paid more for cheese after the locked-in price expired December 31. Strategic price increases taken earlier in the quarter allowed us to cover that cost and expand our margin.”

Operating Expenses—It is the Company’s ongoing annual goal to hold the percentage increase in operating expenses to less than the percentage increase in gross profit. “In every earnings release, we reinforce our Company-wide commitment to driving gross profit dollars and managing expenses,” said Myers. For the nine months, Casey’s held operating expenses to a 17.6% increase and grew gross profit 22.6% to $527 million. Myers stated, “We’re on target to make our goal despite the increase in expenses outpacing growth in profit for the third quarter. The increase was due mainly to weather-related costs for utilities, snow removal, and insurance claims combined with increased credit card fees.”

Expansion—Casey’s goal is to acquire 50 stores and build 10 new stores by April 30, 2008. As of January 31, the Company had acquired 6 stores and built no new stores. Myers stated, “The acquisition environment continues to be challenging and it appears unlikely we will achieve this goal. We believe high gasoline margins in the Midwest are the primary reason for a disparity between buyer and seller expectations. We currently have written agreements to acquire 9 stores and expect most of those purchases to be completed before fiscal year-end.”

Dividend—At its March meeting, the Board of Directors declared a quarterly dividend of $0.065 per share. The dividend is payable May 15, 2008 to shareholders of record on May 1, 2008.

Board Changes—John R. Fitzgibbon passed away on March 2. John has been a member of the Board of Directors for the past 25 years recently serving as the Chair of the Compensation Committee. “John was a tremendous resource over the years,” said Chairman Ronald M. Lamb. “His leadership and insight will be missed.” The Board also received notice of the retirement of Donald F. Lamberti as a member of the Board, effective as of March 4. “As one of our founders, Don’s many contributions to Casey’s cannot be overstated,” said Mr. Lamb. “He has been instrumental in leading the Company to where it is today and he will be greatly missed.” The Board elected Jeffrey M. Lamberti, Don’s son and former President of the Iowa Senate, to fill the Board vacancy created by the retirement of Don Lamberti.

****

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

	Three months ended January 31,					Nine months ended January 31,
	2008		2007			2008			2007
Net sales	$	1,153,966	$	919,239		$	3,622,321		$	3,020,610
Franchise revenue		139		175			464			537
Total revenue		1,154,105		919,414			3,622,785			3,021,147
Cost of goods sold		994,091		779,855			3,095,297			2,590,696
Operating expenses		120,526		103,248			357,645			304,061
Depreciation and amortization		17,018		16,130			50,645			47,048
Interest, net		2,317		2,878			7,012			7,960
		1,133,952		902,111			3,510,599			2,949,765
Earnings from continuing operations before income taxes and gain (loss) on discontinued operations		20,153		17,303			112,186			71,382
Federal and state income taxes		7,255		6,038			41,645			25,868
Earnings from continuing operations before gain (loss) on discontinued operations		12,898		11,265			70,541			45,514
Gain (loss) on discontinued operations, net of taxes (tax benefit) of $87, ($13), ($35), and ($126)		135		(21	)		(56	)		(197	)
Net earnings	$	13,033	$	11,244		$	70,485		$	45,317
Basic
Earnings from continuing operations before gain (loss) on discontinued operations	$	.26	$	.22		$	1.39		$	.90
Gain (loss) on discontinued operations		—		—			—			—
Net earnings per common share	$	.26	$	.22		$	1.39		$	.90
Diluted
Earnings from continuing operations before gain (loss) on discontinued operations	$	.26	$	.22		$	1.39		$	.89
Gain (loss) on discontinued operations		—		—			—			—
Net earnings per common share	$	.26	$	.22		$	1.39		$	.89

Casey’s General Stores, Inc.

Consolidated Balance Sheets

(Dollars in thousands)

(Unaudited)

	January 31, 2008		April 30, 2007
Assets
Current assets
Cash and cash equivalents	$	133,076	$	107,067
Receivables		14,673		13,432
Inventories		116,525		109,702
Prepaid expenses		9,335		7,891
Income taxes receivable		4,404		2,733
Total current assets		278,013		240,825
Other assets, net of amortization		8,608		8,550
Goodwill		47,233		46,588
Property and equipment, net of accumulated depreciation of $578,985 at January 31, 2008, and of $538,121 at April 30, 2007		847,369		833,308
Total assets	$	1,181,223	$	1,129,271
Liabilities and Shareholders’ Equity
Current liabilities
Current maturities of long-term debt	$	39,664	$	47,566
Accounts payable		127,938		134,375
Accrued expenses		61,408		52,326
Total current liabilities		229,010		234,267
Long-term debt, net of current maturities		186,703		199,504
Deferred income taxes		105,725		105,724
Deferred compensation		9,899		9,016
Other long-term liabilities		14,475		8,496
Total liabilities		545,812		557,007
Total shareholders’ equity		635,411		572,264
Total liabilities and shareholders’ equity	$	1,181,223	$	1,129,271

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 1/31/08	Gasoline			Grocery & Other Merchandise			Prepared Food & Fountain			Other			Total
Sales	$	2,651,804		$	724,682		$	227,978		$	17,857		$	3,622,321
Gross profit	$	132,205		$	239,548		$	143,095		$	12,176		$	527,024
Margin		5.0	%		33.1	%		62.8	%		68.2	%		14.5	%
Gasoline gallons		923,797
Nine months ended 1/31/07
Sales	$	2,159,351		$	643,269		$	201,599		$	16,391		$	3,020,610
Gross profit	$	89,185		$	205,380		$	125,342		$	10,007		$	429,914
Margin		4.1	%		31.9	%		62.2	%		61.1	%		14.2	%
Gasoline gallons		897,614

Gasoline Gallons											Gasoline Margin
Same-store Sales Growth											(Cents per gallon)
	Q1		Q2		Q3		Q4		Fiscal Year			Q1		Q2		Q3		Q4		Fiscal Year
F2008	0.3	%	-1.6	%	-3.9	%					F2008	15.8	¢	13.6	¢	13.5	¢
F2007	-2.9		2.7		4.0		2.8	%	1.4	%	F2007	9.8		9.4		10.5		11.8	¢	10.4	¢
F2006	7.7		4.3		4.2		0.5		4.4		F2006	11.8		14.1		9.2		10.6		11.5
Grocery & Other Merchandise											Grocery & Other Merchandise
Same-store Sales Growth											Margin
	Q1		Q2		Q3		Q4		Fiscal Year			Q1		Q2		Q3		Q4		Fiscal Year
F2008	9.1	%	11.2	%	5.4	%					F2008	34.0	%	33.1	%	31.9	%
F2007	2.3		3.5		6.7		7.3	%	4.6	%	F2007	32.2		32.6		30.8		35.0	%	32.7	%
F2006	7.4		4.5		5.3		4.2		5.7		F2006	32.1		33.5		31.3		31.7		32.2
Prepared Food & Fountain											Prepared Food & Fountain
Same-store Sales Growth											Margin
	Q1		Q2		Q3		Q4		Fiscal Year			Q1		Q2		Q3		Q4		Fiscal Year
F2008	9.5	%	10.6	%	8.4	%					F2008	61.7	%	63.0	%	63.6	%
F2007	9.5		13.7		11.9		8.5	%	11.0	%	F2007	62.9		61.6		62.1		61.5	%	62.0	%
F2006	7.2		4.5		9.9		7.4		7.4		F2006	64.0		64.6		62.6		60.9		63.0

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

a conference call on March 7, 2008. 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.