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): December 3, 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 December 3, 2008, Casey’s General Stores, Inc. (the “Company”) issued a press release announcing its financial results for the second fiscal quarter ended October 31, 2008. A copy of the Company’s press release is attached as Exhibit 99.1 and is incorporated herein by reference.

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:	December 3, 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 December 3, 2008

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 Solid Quarter in a Challenging Environment

Ankeny, Iowa, December 3, 2008—Casey’s General Stores, Inc. (Nasdaq symbol CASY) today reported $0.54 in earnings per share from continuing operations for the second quarter of fiscal 2009 ended October 31, 2008. For the same quarter a year ago, earnings per share were $0.55. Midyear earnings per share came to $1.11 versus $1.13 for the first half of fiscal 2008. President and CEO Robert J. Myers stated, “Despite the challenging economic environment, same store sales in all three categories were positive for the quarter and customer traffic remained solid.”

Gasoline—Casey’s annual goal is to increase same-store gasoline gallons sold 2% with an average margin of 10.8 cents per gallon. Same-store gallons sold were up .2% for the second quarter and up .3% in the first six months. Myers stated, “We experienced a significant decrease in the average retail price per gallon during the quarter and are encouraged by the improved same store gallons sold in October.” Favorable market conditions continued in the second quarter resulting in an average margin of 13.7 cents per gallon and 14.7 cents year to date. Midyear total gallons sold rose 1.3% to 634.8 million while gross profit increased to $93.1 million compared with $92 million a year ago.

Grocery & Other Merchandise—The annual goal is to increase same-store sales 7% with an average margin of 33.2%. Same-store sales were up 4.9% for the second quarter and up 4.8% year to date. Total sales for the quarter were up 6% with an average margin of 33.9% and gross profit rose 8.5% to $89.8 million. “We benefited from enhanced profitability in the beer and beverage categories and increased pack versus carton sales in cigarettes,” said Myers. Year to date total sales were $539.1 million with an average margin of 34%; up 42 basis points from the same period last year.

Prepared Food & Fountain—The goal is to increase same-store sales 6.8% with an average margin of 61.2%. Same store sales in the second quarter were up 9.3% with an average margin of 60.6%. Total sales for the quarter rose 11% to $87.8 million. “Strategic price increases and continued popularity of menu offerings allowed us to improve gross profit in a difficult market,” stated Myers. “We are beginning to see commodity cost pressures soften and we are hopeful this trend will continue.” Total sales year to date were up 12.2% to $173.4 million with an average margin of 60.5%. Same store sales increased 10.8%.

Operating Expenses—In the second quarter, operating expenses increased 10.3% to $127.3 million. “Expenses were affected by several large health insurance claims, higher diesel fuel costs, and a 22% rise in credit card fees,” said Myers. “We anticipate more favorable credit card fees in the latter half of the fiscal year given the current lower gasoline price environment.” For the year, expenses were up 9.6%.

Expansion—The goal for fiscal 2009 is to increase the total number of Casey’s stores 4%. As of October 31, the Company had acquired 11 stores and completed 4 new store constructions. “We are on pace to build approximately 20 stores by the end of the fiscal year,” Myers stated.

“The remaining balance of our unit growth goal will be through acquisitions. We believe the disparity between buyer and seller expectations is narrowing, which should present more opportunities.”

Dividend—At its December meeting, the Board of Directors declared a quarterly dividend of $0.075 per share. The dividend is payable February 16, 2009 to shareholders of record on February 2, 2009.

****

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

	Three months ended October 31,				Six months ended October 31,
	2008		2007		2008		2007
Total revenue	$	1,389,232	$	1,189,338	$	2,954,956	$	2,468,679
Cost of goods sold (exclusive of depreciation and amortization, shown separately below)		1,198,285		1,010,213		2,564,986		2,101,205
Gross profit		190,947		179,125		389,970		367,474
Operating expenses		127,255		115,405		259,834		237,119
Depreciation and amortization		17,406		17,431		34,868		33,627
Interest, net		2,414		2,350		4,977		4,695
Earnings from continuing operations before income taxes and loss on discontinued operations		43,872		43,939		90,291		92,033
Federal and state income taxes		16,520		16,247		34,144		34,390
Earnings from continuing operations before loss on discontinued operations		27,352		27,692		56,147		57,643
Loss on discontinued operations, net of taxes of $15, $10, $22 and $122		23		16		33		191
Net earnings	$	27,329	$	27,676	$	56,114	$	57,452
Basic
Earnings from continuing operations before loss on discontinued operations	$	.54	$	.55	$	1.11	$	1.13
Loss on discontinued operations		—		—		—		—
Net earnings	$	.54	$	.55	$	1.11	$	1.13
Diluted
Earnings from continuing operations before loss on discontinued operations	$	.54	$	.54	$	1.10	$	1.13
Loss on discontinued operations		—		—		—		—
Net earnings	$	.54	$	.54	$	1.10	$	1.13

Casey’s General Stores, Inc.

Condensed Consolidated Balance Sheets

(Dollars in thousands)

(Unaudited)

	October 31, 2008		April 30, 2008
Assets
Current assets
Cash and cash equivalents	$	137,835	$	154,523
Receivables		16,871		16,662
Inventories		108,453		124,503
Prepaid expenses		9,970		9,817
Income taxes receivable		3,790		7,751
Total current assets		276,919		313,256
Other assets, net of amortization		8,738		8,898
Goodwill		50,408		48,308
Property and equipment, net of accumulated depreciation of $623,567 at October 31, 2008, and of $595,316 at April 30, 2008		878,082		848,738
Total assets	$	1,214,147	$	1,219,200
Liabilities and Shareholders’ Equity
Current liabilities
Current maturities of long-term debt	$	33,440	$	34,383
Accounts payable		117,924		163,343
Accrued expenses		59,024		61,373
Total current liabilities		210,388		259,099
Long-term debt, net of current maturities		169,288		181,443
Deferred income taxes		110,148		105,959
Deferred compensation		10,076		10,201
Other long-term liabilities		16,222		15,026
Total liabilities		516,122		571,728
Total shareholders’ equity		698,025		647,472
Total liabilities and shareholders’ equity	$	1,214,147	$	1,219,200

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)

	Gasoline			Grocery & Other Merchandise			Prepared Food & Fountain			Other			Total
Six months ended 10/31/08
Sales	$	2,230,906		$	539,135		$	173,410		$	11,505		$	2,954,956
Gross profit	$	93,072		$	183,092		$	104,996		$	8,810		$	389,970
Margin		4.2	%		34.0	%		60.5	%		76.6	%		13.2	%
Gasoline gallons		634,829
Six months ended 10/31/07
Sales	$	1,792,053		$	509,941		$	154,583		$	12,102		$	2,468,679
Gross profit	$	92,040		$	171,028		$	96,422		$	7,984		$	367,474
Margin		5.1	%		33.5	%		62.4	%		66.0	%		14.9	%
Gasoline gallons		626,755

Gasoline Gallons Same-store Sales Growth											Gasoline Margin (Cents per gallon, excluding credit card fees)
	Q1		Q2		Q3		Q4		Fiscal Year			Q1		Q2		Q3		Q4		Fiscal Year
F2009	0.5	%	0.2	%							F2009	15.6	¢	13.7	¢
F2008	0.3		-1.6		-3.9	%	-2.5	%	-2.0	%	F2008	15.8		13.6		13.5	¢	12.6	¢	13.9	¢
F2007	-2.9		2.7		4.0		2.8		1.4		F2007	9.8		9.4		10.5		11.8		10.4
Grocery & Other Merchandise Same-store Sales Growth											Grocery & Other Merchandise Margin
	Q1		Q2		Q3		Q4		Fiscal Year			Q1		Q2		Q3		Q4		Fiscal Year
F2009	4.7	%	4.9	%							F2009	34.0	%	33.9	%
F2008	9.1		11.2		5.4	%	3.6	%	7.3	%	F2008	34.0		33.1		31.9	%	33.2	%	33.1	%
F2007	2.3		3.5		6.7		7.3		4.6		F2007	32.2		32.6		30.8		35.0		32.7
Prepared Food & Fountain Same-store Sales Growth											Prepared Food & Fountain Margin
	Q1		Q2		Q3		Q4		Fiscal Year			Q1		Q2		Q3		Q4		Fiscal Year
F2009	12.3	%	9.3	%							F2009	60.5	%	60.6	%
F2008	9.5		10.6		8.4	%	11.2	%	9.8	%	F2008	61.7		63.0		63.6	%	60.9	%	62.3	%
F2007	9.5		13.7		11.9		8.5		11.0		F2007	62.9		61.6		62.1		61.6		62.0

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

a conference call on December 4, 2008. The call will be broadcast live over the Internet at 9:30 a.m. CST via the

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