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CarMax Reports Third Quarter Results

RICHMOND, Va., Dec. 17, 2003 -- CarMax, Inc. today reported results for the fiscal 2004 third quarter and nine months ended November 30, 2003.

  THIRD QUARTER EARNINGS:

  *    Third quarter net earnings increased 29% to $19.1 million, or 18
        cents per share, compared with $14.7 million, or 14 cents per share,
        earned in the third quarter of fiscal 2003.

        --   The company had expected third quarter earnings in the range of
             16 cents to 18 cents per share, most likely at the mid-point of
             the range.

        --   Excluding $4.5 million of costs associated with the October 1,
             2002, separation from Circuit City, earnings in the prior
             year's third quarter were $19.2 million, or 18 cents per share.

  NINE MONTH EARNINGS:

  *    For the nine month period, net earnings increased 24% to $93.9
        million, or 89 cents per share, compared with $75.7 million, or 72
        cents per share, earned in the prior year period.

        --   Excluding $7.6 million of separation costs, earnings in the
             prior year's nine month period were $83.3 million, or 80 cents
             per share.

  FOURTH QUARTER AND FULL YEAR EXPECTATIONS:

  *    The company estimates that fourth quarter earnings per share will be
        in the range of 19 cents to 22 cents, bringing full year fiscal 2004
        earnings per share expectations to a range of $1.08 to $1.11.

        --   The company expects fourth quarter comparable store used unit
             sales growth to be in the range of 5% to 7%.  A fourth quarter
             expectation in this range leads to a full year comparable store
             used unit sales growth expectation of 6% or 7%.

In this release, CarMax provides information including and excluding individual cost items to provide greater understanding of the company's operating performance.

  Sales Components

  (Dollar amounts            Three Months Ended        Nine Months Ended
   in millions)                November 30 (2)           November 30 (2)
                            2003    2002   Change    2003      2002   Change

  Used vehicle sales      $797.8   $690.3    16 %  $2,626.6  $2,212.9  19 %
  New vehicle sales        122.7    117.8     4 %     398.7     402.1  (1)%
  Wholesale vehicle
   sales                   111.4     87.5    27 %     325.1     277.6  17 %
  Other sales and
   revenues(1)              39.7     41.2    (3)%     130.4     130.7   0 %
  Net sales and
   operating
   revenues(1)          $1,071.5   $936.8    14 %  $3,480.8  $3,023.3  15 %

  (1) Other sales and revenues include extended warranty revenues, service
      department sales, finance fees received from third-party lenders, and
      appraisal purchase processing fees.  The use of appraisal purchase
      processing fees was phased out during the first half of fiscal 2004.

  (2) Percent calculations and amounts shown are based on amounts presented
      on the consolidated statements of earnings.

  Retail Vehicle Sales Change

                                  Three Months Ended       Nine Months Ended
                                     November 30              November 30
                                    2003     2002           2003      2002
  Comparable store
   vehicle sales:
      Used vehicle units              2 %      8 %            6 %      11 %
      New vehicle units               2 %    (16)%           (2)%      (5)%
          Total units                 2 %      5 %            5 %       9 %

      Used vehicle dollars            4 %      8 %            7 %      11 %
      New vehicle dollars             5 %    (17)%            0 %      (4)%
          Total dollars               4 %      3 %            6 %       9 %

  Total vehicle sales:
      Used vehicle units             13 %     17 %           18 %      17 %
      New vehicle units               1 %    (20)%           (3)%     (10)%
          Total units                12 %     12 %           16 %      14 %

      Used vehicle dollars           16 %     17 %           19 %      18 %
      New vehicle dollars             4 %    (21)%           (1)%     (10)%
          Total dollars              14 %      9 %           16 %      13 %

  Earnings Highlights

  (Dollar amounts in
   millions except           Three Months Ended        Nine Months Ended
   per share data)              November 30               November 30
                            2003    2002   Change     2003    2002  Change

  Net earnings             $19.1   $14.7     29 %    $93.9   $75.7     24 %
  Separation costs           0.0     4.5     NM(2)     0.0     7.6     NM(2)
  Net earnings excluding
   separation costs        $19.1   $19.2     (1)%    $93.9   $83.3     13 %
  Diluted weighted
   average shares
   outstanding             106.0   104.5      1 %    105.5   104.6      1 %
  Net earnings
   per share(1)            $0.18   $0.14     29 %    $0.89   $0.72     24 %
  Separation costs
   per share                0.00    0.04     NM(2)    0.00    0.08     NM(2)
  Net earnings per share
   excluding
   separation costs(1)     $0.18   $0.18      0 %    $0.89   $0.80     11 %

  (1) All per share amounts are presented on a fully diluted basis.

  (2) Not meaningful.

  Selected Operating Ratios

  (Dollar amounts in millions)

                                   Three Months Ended November 30
                            2003          %(1)           2002         %(1)

  Net sales and
   operating revenues     $1,071.5       100.0%       $  936.8       100.0%
  Gross profit            $  126.2        11.8%       $  106.9        11.4%
  CarMax Auto Finance
   income                 $   17.6         1.6%       $   19.2         2.1%
  Selling, general,
   and administrative
   expenses               $  114.3        10.7%       $  101.8        10.9%
  Separation costs        $    0.0         0.0%       $    4.5         0.5%
  Selling, general,
   and administrative
   expenses excluding
   separation costs       $  114.3        10.7%       $   97.3        10.4%
  Operating profit
   (EBIT) (2)             $   30.8         2.9%       $   24.4         2.6%
  Operating profit
   (EBIT) excluding
   separation costs (2)   $   30.8         2.9%       $   28.9         3.1%
  Net earnings            $   19.1         1.8%       $   14.7         1.6%
  Net earnings
   excluding
   separation costs       $   19.1         1.8%       $   19.2         2.0%

                                     Nine Months Ended November 30
                            2003          %(1)           2002         %(1)

  Net sales and
   operating revenues     $3,480.8       100.0%       $3,023.3       100.0%
  Gross profit            $  437.1        12.6%       $  357.9        11.8%
  CarMax Auto Finance
   income                 $   66.1         1.9%       $   61.2         2.0%
  Selling, general,
   and administrative
   expenses               $  350.5        10.1%       $  292.8         9.7%
  Separation costs        $    0.0         0.0%       $    7.6         0.3%
  Selling, general,
   and administrative
   expenses excluding
   separation costs       $  350.5        10.1%       $  285.2         9.4%
  Operating profit
   (EBIT) (2)             $  153.4         4.4%       $  126.2         4.2%
  Operating profit
   (EBIT) excluding
   separation costs (2)   $  153.4         4.4%       $  133.8         4.4%
  Net earnings            $   93.9         2.7%       $   75.7         2.5%
  Net earnings
   excluding
   separation costs       $   93.9         2.7%       $   83.3         2.8%

  (1) Each percentage represents a ratio of the applicable amount to net
      sales and operating revenues.

  (2) Operating profit equals earnings before interest and income taxes.

  Gross Profit Margin

                                    Three Months Ended November 30
                                    2003                      2002
                              %(1)     $/unit(2)        %(1)     $/unit(2)

  Used vehicle
   gross profit margin       10.9%       $1,693        10.6%       $1,610
  New vehicle
   gross profit margin        3.8%         $925         4.4%       $1,027
  Total retail vehicle
   gross profit margin       10.0%       $1,624         9.7%       $1,551
  Wholesale vehicle
   gross profit margin        9.9%         $338         3.6%         $123
  Other gross
   profit margin             59.3%          NM(3)      62.5%          NM(3)
  Total gross
   profit margin             11.8%          NM(3)      11.4%          NM(3)

                                    Nine Months Ended November 30
                                    2003                      2002
                              %(1)      $/unit(2)       %(1)     $/unit(2)

  Used vehicle
   gross profit margin       11.3%       $1,754        10.8%       $1,663
  New vehicle
   gross profit margin        3.9%         $914         4.2%         $973
  Total retail vehicle
   gross profit margin       10.3%       $1,679         9.8%       $1,589
  Wholesale vehicle
   gross profit margin        9.8%         $335         4.9%         $171
  Other gross
   profit margin             70.8%          NM(3)      68.0%          NM(3)
  Total gross
   profit margin             12.6%          NM(3)      11.8%          NM(3)

  (1) Gross profit margin percentages are calculated as a percentage of the
      respective sales and revenues category.

  (2) Dollars per unit are calculated as gross profit margin dollars divided
      by the respective unit sales.

  (3) Not meaningful.

  Business Performance Review

Sales. "We are pleased that both our comp store used unit sales growth and our earnings per share for the quarter came in at the high end of our revised expectations," said Austin Ligon, president and chief executive officer. "As we previously reported, in the second half of the quarter we experienced a pickup in our comp store used car sales rate. We continue to believe there were two main factors that contributed to the pickup. First, we reduced our margin targets on selected cars at mid-quarter to improve our price position. Second, we saw wholesale prices decline at a faster pace in October and November, consistent with our expectations."

Margins. "Net earnings benefited from our sales growth and from an increase in our total gross profit margin," Ligon said. "The gross profit margin increase primarily reflects better recovery of the costs of our buying operation and higher-than-expected wholesale margins."

The change to a new appraisal cost recovery (ACR) method has had the effect of increasing reported used and wholesale margins and decreasing the reported other sales and revenues margin. Previously, the company had charged an appraisal processing fee to customers from whom it bought vehicles to cover the expense of the appraisal, buying, and wholesaling operations. The company now recovers these expenses by factoring the costs into the purchase offers made.

"The new ACR method also is allowing us to increase our margins in used and wholesale vehicles with the goal of fully recovering all costs of our buying operation, including the expense of land on which we hold vehicles waiting for wholesale," said Ligon. "Absent the effect of the ACR change, our gross profit dollars per used vehicle would have declined as a result of the price reductions we took on selected used cars this quarter to improve our price position.

"The wholesale margin also benefited from the flatter-than-normal pricing early in the quarter, said Ligon. "During the first half of the quarter we received higher prices at our in-store wholesale auctions than we had expected."

SG&A. "Last year's third quarter SG&A ratio of 10.9% reflected 50 basis points of one-time separation costs. This year's SG&A ratio of 10.7% reflects added costs of being a stand-alone company and the added expenses for our growth plan," Ligon said. "Growth plan expenses relate to a higher number of newly opened stores this year compared with last year, as well as the continued building of management bench strength to support future store growth." The company estimates that incremental costs related to being a stand-alone company were approximately $1.5 million more in the third quarter this year than in the same quarter last year. October 1 was the first anniversary of the company becoming a stand-alone company and was the anniversary of the major step-function increase in expenses related to operating independently.

CAF. Third quarter CarMax Auto Finance income was $17.6 million, down 8% compared with $19.2 million last year, reflecting the effect of rising funding costs, which more than offset the benefit of the growth in the loan portfolio. CAF gain income as a percent of loans sold was 3.8% in the current quarter versus 5.4% in the corresponding period last year. "With third quarter funding costs rising faster than consumer rates, we experienced a compression in spreads generally in line with our projections," said Ligon. "We expect the CAF spread to be near the mid-point of our normalized 3.5 to 4.5% range in the fourth quarter." During the third quarter, the company adjusted the upper end of the cumulative default range assumption used in valuing its retained interests from 2.4% to 2.5%. This adjustment had no material impact on the company's earnings and related only to the performance of the 2001-1 and 2001- 2 pools of receivables.

Fourth Quarter and Full Year Expectations

"With the improvement in our used car sales rate, we now believe fourth quarter comp store used unit growth will be in the range of 5 to 7%, bringing the year's used unit comp growth to 6 or 7%," Ligon said. "Earnings per share for the fourth quarter should be in the range of 19 cents to 22 cents, bringing the expected earnings for the year to a range of $1.08 to $1.11 per share. In addition, pending sales of new car franchises, if they occur in the fourth quarter, could add a penny to fourth quarter earnings."

Conference Call Information

CarMax will host a conference call for investors at 9:00 a.m. Eastern today, December 17, 2003. Domestic investors may access the call at 1-888-298-3261 (conference I.D.: 4314399). International investors should dial 1-706-679-7457 (conference I.D.: 4314399). A live Web cast of the call will be available on the company's investor information home page at http://investor.carmax.com/ or at www.streetevents.com.

A replay of the call will be available beginning at approximately 2:00 p.m. Eastern on December 17, 2003, and will run through midnight, December 24, 2003. Domestic investors may access the recording at 1-800-642-1687 (conference I.D.: 4314399) and international investors at 1-706-645-9291 (conference I.D.: 4314399). A replay of the call also will be available on the company's investor information home page or at www.streetevents.com.

About CarMax

CarMax is the nation's leading specialty retailer of used cars. Headquartered in Richmond, Va., CarMax currently operates 46 used car superstores in 22 markets. CarMax also operates 14 new car franchises, 12 of which are integrated or co-located with its used car superstores. During the twelve month period ended November 30, 2003, the company sold 216,230 used cars, which is 91 percent of the total 238,118 vehicles the company sold during that period. For more information, access the CarMax Web site at www.carmax.com.

Forward-Looking Statements

Statements in this release about the company's future business plans, prospects, and financial performance are forward-looking statements that are made in reliance on the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on management's current knowledge and assumptions about future events and involve risks and uncertainties that could cause actual results to differ materially from anticipated results. For additional information on important factors that could affect expectations, see the company's Annual Report on Form 10-K for the fiscal year ended February 28, 2003, and its quarterly and current reports on file with the Securities and Exchange Commission.

                        CARMAX, INC. AND SUBSIDIARIES
               CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)
                 (Amounts in thousands except per share data)

                                       Three Months Ended
                                           November 30
                          2003          %(1)        2002           %(1)

  Sales and
   operating revenues:
    Used vehicle sales  $797,752        74.4      $690,318         73.7
    New vehicle sales    122,681        11.4       117,849         12.6
    Wholesale
     vehicle sales       111,352        10.4        87,493          9.3
    Other sales
     and revenues         39,749         3.7        41,159          4.4
  Net sales and
   operating revenues  1,071,534       100.0       936,819        100.0
  Cost of sales          945,292        88.2       829,879         88.6
  Gross profit           126,242        11.8       106,940         11.4
  CarMax Auto Finance
   income                 17,649         1.6        19,220          2.1
  Selling, general,
   and administrative
   expenses              114,282        10.7       101,810         10.9
  Gain on franchise
   dispositions            1,207         0.1            --           --
  Interest expense            --          --           299           --
  Interest income            164          --           274           --
  Earnings before
   income taxes           30,980         2.9        24,325          2.6
  Provision for
   income taxes           11,927         1.1         9,608          1.0
  Net earnings           $19,053         1.8       $14,717          1.6

  Weighted average
   common shares:
    Basic                103,647                   103,047
    Diluted              105,955                   104,516

  Net earnings
   per share:
    Basic                  $0.18                     $0.14
    Diluted                $0.18                     $0.14

                                       Nine Months Ended
                                          November 30
                         2003           %(1)       2002            %(1)

  Sales and
   operating revenues:
    Used vehicle
     sales            $2,626,620        75.5    $2,212,925         73.2
    New vehicle
     sales               398,680        11.5       402,053         13.3
    Wholesale
     vehicle sales       325,080         9.3       277,617          9.2
    Other sales
     and revenues        130,446         3.7       130,709          4.3
  Net sales and
   operating revenues  3,480,826       100.0     3,023,304        100.0
  Cost of sales        3,043,708        87.4     2,665,410         88.2
  Gross profit           437,118        12.6       357,894         11.8
  CarMax Auto Finance
   income                 66,074         1.9        61,168          2.0
  Selling, general,
   and administrative
   expenses              350,549        10.1       292,844          9.7
  Gain on franchise
   dispositions              746          --            --           --
  Interest expense         1,137          --         1,714          0.1
  Interest income            468          --           568           --
  Earnings before
   income taxes          152,720         4.4       125,072          4.1
  Provision for
   income taxes           58,797         1.7        49,403          1.6
  Net earnings           $93,923         2.7       $75,669          2.5

  Weighted average
   common shares:
    Basic                103,428                   102,973
    Diluted              105,526                   104,602

  Net earnings
   per share:
    Basic                  $0.91                     $0.73
    Diluted                $0.89                     $0.72

  (1) Each percentage represents a ratio of the applicable amount to net
      sales and operating revenues.  Percentages may not total due to
      rounding.

                      CARMAX, INC. AND SUBSIDIARIES
                       CONSOLIDATED BALANCE SHEETS
                          (Amounts in thousands)

                                        November 30          February 28
                                   2003             2002         2003
  ASSETS                                (unaudited)

  Current assets:
  Cash and cash equivalents       $54,962         $31,654       $34,615
  Accounts receivable, net         60,853          59,559        56,449
  Automobile loan receivables
   held for sale                   18,997          15,860         3,579
  Retained interests in
   securitized receivables        135,004         140,530       135,016
  Inventory                       449,744         401,596       466,450
  Prepaid expenses and other
   current assets                  10,328           7,497        12,636

  Total current assets            729,888         656,696       708,745

  Property and equipment, net     239,553         142,840       187,158
  Deferred income taxes             3,505              --            --
  Other assets                     20,360          21,850        21,714

  TOTAL ASSETS                   $993,306        $821,386      $917,617

  LIABILITIES AND
   STOCKHOLDERS' EQUITY

  Current liabilities:

  Accounts payable               $127,899        $108,003      $117,587
  Accrued expenses and other
   current liabilities             49,984          30,211        44,682
  Accrued income taxes              9,355             709            --
  Deferred income taxes            28,677          22,927        29,783
  Short-term debt                   6,267           4,485        56,051
  Current installments of
   long-term debt                      --             826            --

  Total current liabilities       222,182         167,161       248,103

  Long-term debt, excluding
   current installments           100,000         100,000       100,000
  Deferred revenue and other
   liabilities                     13,319          10,800        10,904
  Deferred income taxes                --           3,244         4,041

  TOTAL LIABILITIES               335,501         281,205       363,048

  STOCKHOLDERS' EQUITY            657,805         540,181       554,569

  TOTAL LIABILITIES AND
   STOCKHOLDERS' EQUITY          $993,306        $821,386      $917,617

                      CARMAX, INC. AND SUBSIDIARIES
            CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                          (Amounts in thousands)

                                                      Nine Months Ended
                                                         November 30
                                                     2003           2002

  Operating Activities:
  Net earnings                                     $93,923        $75,669
  Adjustments to reconcile net earnings to
   net cash provided by operating activities:
    Depreciation and amortization                   12,253         11,950
    Amortization of restricted stock awards             94             45
    (Gain) loss on disposition of assets              (588)           118
    Provision for deferred income taxes             (8,652)         1,227
    Changes in operating assets and liabilities:
      Increase in accounts receivable, net          (4,404)        (9,118)
      Increase in automobile loan receivables
       held for sale                               (15,418)       (13,716)
      Decrease (increase) in retained
       interests in securitized receivables             12        (19,847)
      Decrease (increase) in inventory              16,706         (2,512)
      Decrease (increase) in prepaid expenses
       and other current assets                      2,308         (5,432)
      Decrease (increase) in other assets            1,999           (847)
      Increase in accounts payable, accrued
       expenses and other current liabilities,
       and accrued income taxes                     30,390         32,820
      Increase in deferred revenue and
       other liabilities                             2,415          2,384
      Net cash provided by operating activities    131,038         72,741

  Investing Activities:
  Purchases of property and equipment             (137,201)       (71,318)
  Proceeds from sales of property and equipment     72,496         37,926
  Net cash used in investing activities            (64,705)       (33,392)

  Financing Activities:
  Decrease in short-term debt, net                 (49,784)        (5,355)
  Issuance of long-term debt                            --        100,000
  Payments on long-term debt                            --        (77,782)
  Equity issuances, net                              3,798            556
  Dividends paid                                        --        (28,400)
  Net cash used in financing activities            (45,986)       (10,981)

  Increase in cash and cash equivalents             20,347         28,368
  Cash and cash equivalents at
   beginning of period                              34,615          3,286
  Cash and cash equivalents at
   end of period                                   $54,962        $31,654