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AutoZone First Quarter EPS Up 30% to $1.35; Total Sales Up 5.2%; ROIC Improves to 24.0%

MEMPHIS, Tenn., Dec. 9, 2003 -- AutoZone, Inc. today reported sales of $1.282 billion for its first fiscal quarter (12 weeks) ended November 22, 2003, an increase of 5.2% from fiscal 2003. Same store sales, or sales for domestic stores open at least one year, increased 1% for retail and 17% for AZ Commercial. Gross profit, as a percentage of sales, for the quarter improved by 2.7 percentage points while operating expenses, as a percentage of sales, increased by 1.4 percentage points. This resulted in an operating margin of 16.8%, up 1.3 percentage points from last year. Operating profit increased 14% over the prior year.

Net income for the quarter increased by 16% to $121.7 million, and diluted earnings per share, reflecting net income and the benefit of our share repurchase program, increased 30% to $1.35 per share from $1.04 reported in the year-ago quarter.

Return on invested capital for the trailing four quarters increased to 24.0% from 20.6% the previous year.

"We are very pleased with our performance as we continue to build on the momentum from our prior fiscal year and implement our new initiatives for this fiscal year. Our industry-leading results show that AutoZone continues to build shareholder value over time," said Steve Odland, Chairman, President, and Chief Executive Officer. "We have developed new sales initiatives for retail and AZ Commercial that we began to implement at the end of the previous quarter. We are beginning to see initial results through stronger sales performance for the last period of the quarter.

"Additionally, our ongoing focus on gross margin improvement and relentless expense discipline continues to drive profitability. The combined impact of these efforts considerably improved our operating margin in the quarter over the last year."

Under its ongoing share repurchase program, AutoZone repurchased 644,000 shares of its common stock for $60 million during the first quarter. Since 1998, cumulative share repurchases have totaled $2.9 billion, or 72.7 million shares at an average price of $39.73 per share.

For the quarter gross profit, as a percentage of sales, was 47.8% while operating expenses, as a percentage of sales, was 31.0%. As required by the Emerging Issues Task Force Issue 02-16, "Accounting by a Customer (including a Reseller) for Cash Consideration Received from a Vendor" (EITF Issue 02-16), AutoZone adopted the new accounting effective January 1, 2003. This resulted in a reclassification of $21.6 million of vendor funding from operating expenses to cost of goods sold. Excluding this impact of the new pronouncement, gross margin for the quarter would have been 46.1% (vs. 45.1% last year) and selling, general and administrative expenses as a percent of sales would have been 29.4% (vs. 29.6% last year).

Additionally, during the quarter the Company continued with savings initiatives that will have ongoing impact. In the area of gross profit the Company has continued its multi year strategy of category management including warranty expense renegotiations with vendors. For the quarter $14.1 million pre-tax, or $.10 per share, was recognized as savings toward our continued work with our vendors to minimize our warranty exposure. In the area of operating expenses the Company was favorably impacted by the continuation of cost savings initiatives. One example of these savings included lower expense from utilizing an enriched 401(k) plan in place of a pension plan that was frozen in January of 2003. Also, depreciation expense was $1.6 million lower than last year due primarily to assets being fully depreciated from acquisitions completed in fiscal years 1998 and 1999.

In the area of inventory the Company reduced its per store levels down to $459 thousand from $473 thousand last year. Gross inventory was up 2.3% while total sales were up 5.2%.

During the quarter AutoZone opened 40 new stores and replaced 1 store in the U.S. and opened 1 new store in Mexico. As of November 22, 2003, AutoZone sells auto and light truck parts, chemicals and accessories through 3,259 AutoZone stores in 48 states plus the District of Columbia in the U.S. and 50 AutoZone stores in Mexico and also sells the ALLDATA brand diagnostic and repair software. On the web, AutoZone sells diagnostic and repair information though www.alldatadiy.com , and auto and light truck parts through www.autozone.com .

AutoZone will host a one-hour conference call tomorrow morning Wednesday, December 10, 2003, beginning at 9:00 a.m. (CST) to discuss the first quarter results. Investors may listen to the conference call live and review supporting slides on the AutoZone corporate website, www.autozoneinc.com by clicking "Investor Relations," "Conference Calls". The call will also be available by dialing (210) 234-0004. A replay of the call and slides will be available on AutoZone's website. In addition, a replay of the call will be available by dialing (402) 998-1742 through Tuesday, December 16, 2003, at 10:00 p.m. (CST).

AutoZone will also host its Annual Meeting of Stockholders on Thursday, December 11, 2003, beginning at 8:30 a.m. (CST) at its Store Support Center in Memphis, Tennessee. Investors may listen to the Meeting of Stockholders live and review supporting slides on the AutoZone corporate website, www.autozoneinc.com , by clicking "Investor Relations," "Conference Calls". A replay of the meeting and slides will be available on AutoZone's website.

This release includes certain financial information not derived in accordance with generally accepted accounting principles ("GAAP"). This information should not be considered a substitute for any measures derived in accordance with GAAP. The Company believes that this information is useful to investors as it indicates more clearly the Company's comparative year-to-year operating results. The financial impact of the adoption of EITF Issue 02-16 was identified as an "adjustment" for comparative purposes. The company's management uses comparative information regarding the adoption of EITF Issue 02-16 to analyze and compare the Company's underlying operating results. Management also manages the Company's debt levels to a ratio of adjusted debt to EBITDAR, as shown on the attached tables. This is important information for the Company's management of its debt levels. We have included a reconciliation of this information to the most comparable GAAP measures in the accompanying reconciliation tables.

Certain statements contained in this press release are forward-looking statements. These statements discuss, among other things, business strategies and future performance. These forward-looking statements are subject to risks, uncertainties and assumptions, including, without limitation, competition, product demand, the economy, inflation, gasoline prices, consumer debt levels, war and the prospect of war, including terrorist activity, and the availability of commercial transportation. Actual results may materially differ from anticipated results. Please refer to the Risk Factors section of AutoZone's Form 10-K for the fiscal year ended August 30, 2003, for more information related to those risks. AutoZone undertakes no obligation to publicly release any revisions to any forward-looking statements contained in this press release to reflect events or circumstances occurring after the date of this release or to reflect the occurrence of unanticipated events.

   Condensed Consolidated Statements of Operations
   1st Quarter, F2004
   (in thousands, except per share data)

                                     GAAP Results           Adjustments
                                 12 Weeks    12 Weeks   12 Weeks  12 Weeks
                                  Ended       Ended       Ended    Ended
                                 Nov. 22,    Nov. 23,    Nov. 22, Nov. 23,
                                   2003        2002       2003      2002

  Net sales                    $1,282,040  $1,218,635       $-       $-
  Cost of goods sold              668,950     669,245     21,620
  Gross profit                    613,090     549,390    (21,620)
  Operating expenses              397,986     361,064    (21,620)
  Operating profit  (EBIT)        215,104     188,326        -
  Interest expense, net            20,260      19,105          0
  Income before taxes             194,845     169,221        -
  Taxes                            73,100      64,310          0
  Net income                     $121,745    $104,911       $-       $-
  Net income per share:
     Basic                          $1.37       $1.06       $-
     Diluted                        $1.35       $1.04       $-
  Weighted Average Shares
   outstanding:
     Basic                         88,741      98,808     88,741
     Diluted                       90,422     101,206     90,422

  Condensed Consolidated Statements of Operations
  1st Quarter, F2004
  (in thousands, except per share data)
                                                       *Adjusted
                                           12 Weeks Ended    12 Weeks Ended
                                            Nov. 22, 2003     Nov. 23, 2002

  Net sales                                   $1,282,040        $1,218,635
  Cost of goods sold                             690,570           669,245
  Gross profit                                   591,470           549,390
  Operating expenses                             376,366           361,064
  Operating profit  (EBIT)                       215,104           188,326
  Interest expense, net                           20,260            19,105
  Income before taxes                            194,845           169,221
  Taxes                                           73,100            64,310
  Net income                                    $121,745          $104,911
  Net income per share:
      Basic                                        $1.37             $1.06
      Diluted                                      $1.35             $1.04
  Weighted Average Shares outstanding:
      Basic                                       88,741            98,808
      Diluted                                     90,422           101,206

  *Adjusted Statement of Operations for
   F2004 excludes EITF Issue 02-16 impact.

  Selected Balance Sheet Information
  (in thousands)
                                Nov. 22, 2003    Nov 23, 2002

  Merchandise inventories        $1,519,573       $1,484,699
  Current assets                  1,632,385        1,565,845
  Property and equipment, net     1,719,386        1,663,684
  Total assets                    3,720,275        3,612,513
  Accounts payable                1,346,909        1,120,748
  Current liabilities             1,710,119        1,485,123
  Debt                            1,453,345        1,313,092
  Stockholders' equity              473,271          753,842
  Working capital                   (77,734)          80,722

  Adjusted Debt / EBITDAR       Nov. 22, 2003    Nov 23, 2002
   (Trailing 4 Qtrs)
  Net income                        534,438          448,982
  Add:  Interest                     85,945           79,538
        Taxes                       324,193          275,310
  EBIT                              944,575          803,830

        Depreciation/Amortization   108,105          115,679
        Rent Expense                112,503          100,562
  EBITDAR                         1,165,183        1,020,071

  Debt                            1,453,345        1,313,092
  Add : Rent x 6                    675,018          603,372
  Adjusted Debt                   2,128,363        1,916,464

  Adjusted Debt to EBITDAR              1.8              1.9

  Selected Cash Flow Information
  (in thousands)

                                12 Weeks   12 Weeks   Trailing 4  Trailing 4
                                  Ended     Ended      Quarters    Quarters
                                 Nov. 22,  Nov. 23,    Nov. 22     Nov. 23
                                  2003        2002      2003        2002

  Depreciation & amortization    $23,950    $25,593   $108,105    $115,679
  Capital spending               $29,355    $30,465   $181,132    $131,493

  Cashflow before share repurchase:
  Net increase (decrease) in
   cash and cash equivalents        $(78)       $32       $134       $(755)
  Subtract increase (decrease)
   in debt                       (93,500)   118,575    140,253      32,450
  Subtract share repurchases     (60,445)   (78,523)  (873,017)   (708,059)
  Cashflow before share
   repurchases                  $153,867   $(40,020)  $732,898    $674,854

  Other Selected Financial Information
  (in thousands)
                                   Nov. 22, 2003        Nov. 23, 2002

  Cumulative share repurchases($):
     On balance sheet               $2,887,256           $2,014,220
     Forward contracts                     -                119,801
       Total                        $2,887,256           $2,134,021

  Cumulative share repurchases (shares):
     On balance sheet                   72,664               60,871
     Forward contracts                     -                  1,646
       Total                            72,664               62,517

  Shares outstanding, end of quarter    88,663               98,962

                                   Nov. 22, 2003        Nov. 23, 2002

  Return on Equity (ROE)                  87.1%                54.0%

                                   Nov. 22, 2003        Nov. 23, 2002

  Return on Invested Capital
   (ROIC)                                 24.0%                20.6%

  AutoZone's 1st Quarter Fiscal 2004
  Selected Operating Highlights

  Store Count & Square Footage

                                       12 Weeks Ended     12 Weeks Ended
                                        Nov. 22, 2003      Nov. 23, 2002

  Domestic stores:
       Store count:
       Stores opened                               40                 31
       Stores closed                                0                  1
       Replacement stores                           1                  1
       Total domestic stores                    3,259              3,098

       Stores with commercial sales             1,986              2,001

       Square footage (in thousands):          20,719             19,852

  Stores in Mexico:
       Stores opened                                1                  1
       Total stores in Mexico                      50                 40

  Sales & Inventory Statistics
   (Domestic Stores Only):

                                12 Weeks   12 Weeks   Trailing 4  Trailing 4
                                  Ended     Ended      Quarters    Quarters
                                 Nov. 22,  Nov. 23,    Nov. 22     Nov. 23
                                  2003       2002       2003        2002
  Sales per average store
   ($ in thousands)               $385        $385     $1,689       $1,679
  Sales per average square foot     60          60        265          262

  Same store sales - rolling 13
   periods
       Total                         2%          4%
       Retail vs. commercial
           Retail                    1%          2%
           Commercial               17%         28%

  * For comparison purposes,
   excludes 53rd week in fiscal 2002.

  Inventory turns:
    Based on average inventories    2.0 x     2.2 x
    Based on ending inventories     1.9 x     2.0 x
  Inventory turns, net of payables:
    Based on average inventories   10.1 x     8.5 x
    Based on ending inventories    20.4 x     8.5 x

  Inventory Statistics (Total Stores):

                                       12 Weeks Ended     12 Weeks Ended
                                        Nov. 22, 2003      Nov. 23, 2002
  Accounts payable/inventory
   (total company)                               89%                75%

                            as of        as of        as of        as of
  ($ in thousands)         Nov. 22,     Aug. 30,     May 10,      Feb. 15,
                            2003         2003         2003          2003
  Gross Inventory        $1,519,573   $1,511,316   $1,497,643    $1,490,172
  Gross Inventory /
   Store                       $459         $462         $469          $471

  Net Inventory
   (net of payables)       $172,664     $189,411     $407,485      $442,095
  Net Inventory / Store         $52          $58         $128          $140