Consent of Independent Auditors
We consent to the incorporation by reference in the Registration Statement
(Form S-8) pertaining to the AutoZone, Inc. Second Amended and Restated
1996 Stock Option Plan of our reports dated September 30, 1998, with respect
to the consolidated financial statements of AutoZone, Inc. incorporated
by reference in its Annual Report (Form 10-K) for the year ended August
29, 1998 and the related financial statement schedule included therein,
filed with the Securities and Exchange Commission.
Memphis, Tennessee
/s/ Ernst & Young LLP
September 28, 1999