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CarMax Reports First Quarter Results

Releases Second Quarter Expectations

RICHMOND, Va., June 17 -- CarMax, Inc. today reported results for the fiscal 2005 first quarter ended May 31, 2004.

   * Total sales increased 13% to $1.32 billion from $1.17 billion in the
     first quarter of last year.

   * Net earnings were $35.3 million, or 33 cents per share, compared with
     $35.3 million, or 34 cents per share, in last year's first quarter.

   * For the second quarter of fiscal 2005 ending August 31, 2004, CarMax
     expects comparable store used unit sales performance in the range
     of -5% to +1%, and earnings per share in the range of 30 cents to
     35 cents.

  Sales Components

   (In millions)
   Three Months Ended May 31 (1)
                                     2004            2003          Change
   Used vehicle sales               $985.4          $890.1           11%
   New vehicle sales                 136.8           136.4            0%
   Wholesale vehicle sales           156.9           100.7           56%
   Other sales and revenues (2)       46.0            45.6            1%
   Net sales and operating
    revenues                      $1,325.0        $1,172.8           13%

  (1)  Percent calculations and amounts shown are based on amounts presented
       on the attached consolidated statements of earnings and may not sum
       due to rounding.

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

  Retail Vehicle Sales Changes
                                                         Three Months Ended
                                                               May 31
                                                        2004           2003
  Comparable store vehicle sales:
    Used vehicle units                                  (3)%            10%
    New vehicle units                                   11 %             3%
    Total                                               (2)%             9%

  Used vehicle dollars                                   0 %             9%
    New vehicle dollars                                 12 %             3%
    Total                                                2 %             8%

  Total vehicle sales:
    Used vehicle units                                   7 %            23%
    New vehicle units                                   (1)%             3%
    Total                                                7 %            21%

    Used vehicle dollars                                11 %            21%
    New vehicle dollars                                  0 %             3%
    Total                                                9 %            18%

  Earnings Highlights

  (In millions except per share data)
                                       Three Months Ended May 31 (1)
                                     2004            2003         Change
  Net earnings                      $35.3           $35.3           0 %
  Diluted weighted average
   shares outstanding               105.8           104.8           1 %
  Net earnings per share            $0.33           $0.34          (3)%

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

  Gross Profit Margin

                                     Three Months Ended May 31
                                  2004                     2003
                           % (1)       $/unit (2)     % (1)     $/unit (2)
  Used vehicle gross
   profit margin           11.8%         $1,864       11.1%       $1,699
  New vehicle gross
   profit margin            3.5%           $828        3.7%         $861
  Total retail vehicle
   gross profit margin     10.8%         $1,775       10.1%       $1,622

  Wholesale vehicle
   gross profit margin     11.6%           $439        9.5%         $332

  Other gross profit
   margin                  61.0%           $412       75.8%         $540

  Total gross profit
   margin                  12.6%         $2,452       12.6%       $2,312

  (1) Calculated as a percentage of its respective sales or revenue.
  (2) Calculated as category gross profit dollars divided by the respective
      units sold, except the other and the total categories, which are
      divided by total retail units sold.

  Selected Operating Ratios

  (In millions)                      Three Months Ended May 31
                            2004         % (1)        2003       % (1)

  Net sales and operating
   revenues               $1,325.0       100.0%     $1,172.8     100.0%
  Gross profit              $167.2        12.6%       $147.8      12.6%
  CarMax Auto Finance
   income                    $21.8         1.6%        $25.7       2.2%
  Selling, general, and
   administrative expenses  $130.7         9.9%       $115.6       9.9%
  Operating profit (EBIT)(2) $58.4         4.4%        $58.0       4.9%
  Net earnings               $35.3         2.7%        $35.3       3.0%

  (1)  Calculated as the ratio of the applicable amount to net sales and
       operating revenues.
  (2)  Operating profit equals earnings before interest and income taxes.

  BUSINESS PERFORMANCE REVIEW

Overview. "Although we were quite disappointed with our used car sales performance for the quarter, we were pleased to be able to achieve net earnings in line with our originally projected range," said Austin Ligon, president and chief executive officer. "Nonetheless, we continue to see considerable volatility in our used car sales and take a very cautious outlook toward the second quarter."

Sales. "This quarter's shortfall in used unit sales was partially offset by higher-than-expected wholesale sales, driven in large part by an increase in the rate of appraisal purchases completed per appraisal offers made," said Ligon. "Last year we enhanced our systems support for buyers and the process that our sales consultants use to deliver an appraisal to a customer. We believe that these process and systems enhancements have contributed to the continuing increase in our buy rate.

"Our new car comp sales showed strong increases, exceeding the national performance of three brands we represent: DaimlerChrysler, Nissan, and Toyota," Ligon continued. "Manufacturers' heavy advertising in May supported all of our new car brands, which is usual for the season. Overall, our new car sales were flat, reflecting the fact that we disposed of four franchises last year.

"Sales in our 'other' category were relatively flat, reflecting the change in our appraisal cost recovery (ACR) process that we made beginning in last year's second quarter, offset by an increase in service sales," Ligon said. Previously, the company had charged an appraisal purchase processing fee to customers from whom it bought vehicles to cover the expense of the appraisal, buying, and wholesaling operations. This fee was reported in other revenue. The company now recovers these expenses by factoring the costs into the purchase offers made. The appraisal purchase processing fee was phased out in the second quarter of last fiscal year.

Margins. "Used car gross margin dollars per unit increased, reflecting our ACR methodology change as it has in the last three quarters," said Ligon. "Absent the ACR change, used car gross margin dollars per unit were flat. We were able to hold margin in used cars despite our pricing tests during the quarter. The wholesale margin increase also reflects the ACR change, as well as the firmness in wholesale pricing during the quarter. The lower margins in other revenue resulted from the ACR change and from somewhat lower service margins."

CarMax Auto Finance. "As we expected, CAF gain spreads were at more normal levels than the excess spreads we recorded in last year's first quarter," said Ligon. "In May, we repurchased the remaining outstanding receivables in the 2001-1 public securitization and sold them into the warehouse facility. As is usual with auto loan securitizations, we exercised our option to call the notes when outstanding receivables reached 10% of the original pool balance. We recognized an EPS benefit of approximately 1 cent because of the difference between the original cost of funds of these receivables -- which were originated in a higher interest rate market -- and today's funding costs. The gain on loans originated during the quarter was 3.8% and reflected an approximate 100-basis-point rise in our cost of funds, primarily during the second half of the quarter, that was only partially offset by increases in our rates to customers. The majority of the difference between 3.8% and the gain we will report of 3.5% is due to the effect of our calling the 2001-1 securitization. For the year, we continue to expect that CAF gain spreads will be slightly below the mid-point of the 3.5 to 4.5% normalized range."

SG&A Ratio. "Our first quarter SG&A ratio was consistent with last year's first quarter at 9.9%, despite the deleveraging effect of negative used unit comps," Ligon said. "The quarter benefited from shifts in the timing of certain planned spending - such as relocation expense and other expenses associated with our store growth. We expect to incur a portion of these expenses later in the year."

  SECOND QUARTER EXPECTATIONS
   * Comparable store used unit performance: A range of -5% to +1%.

   * Earnings per share: A range of 30 cents to 35 cents.

"The midpoint of the second-quarter comp range estimate assumes that for the rest of the quarter, the sales environment remains as volatile as we encountered in April and May," Ligon said. "We have chosen to provide significantly wider ranges for the second quarter's comp unit performance and EPS expectations because the sales volatility we continue to experience is making forecasting even more difficult than usual. We also have chosen not to provide our outlook for the second half of the year until we see a more consistent trend that would allow us to issue an updated forecast."

CONFERENCE CALL INFORMATION

CarMax will host a conference call for investors at 10:00 a.m. Eastern time today, June 17, 2004. Domestic investors may access the call at 1-888-298-3261 (conference I.D.:7927752). International investors should dial 1-706-679-7457 (conference I.D.:7927752). 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 http://www.streetevents.com/.

A replay of the call will be available beginning at approximately 2:00 p.m. Eastern time on June 17 and will run through midnight, June 24, 2004. Domestic investors may access the recording at 1-800-642-1687 (conference I.D.:7927752) and international investors at 1-706-645-9291 (conference I.D.:7927752). A replay of the call also will be available on the company's investor information home page or at http://www.streetevents.com/.

ABOUT CARMAX

CarMax, a Fortune 500 company, is the nation's leading specialty retailer of used cars. Headquartered in Richmond, Va., CarMax currently operates 53 used car superstores in 25 markets. CarMax also operates 12 new car franchises, all of which are integrated or co-located with its used car superstores. During the twelve month period ended May 31, 2004, the company sold 228,407 used cars, which is 91 percent of the total 250,009 vehicles the company sold during that period. For more information, access the CarMax Web site at http://www.carmax.com/.

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

                                    Three Months Ended May 31
                          2004           %(1)       2003           %(1)

  Sales and operating
   revenues:
    Used vehicle sales  $985,375         74.4     $890,142         75.9
    New vehicle sales    136,765         10.3      136,399         11.6
    Wholesale vehicle
     sales               156,871         11.8      100,733          8.6
    Other sales and
     revenues             45,979          3.5       45,561          3.9
  Net sales and operating
   revenues            1,324,990        100.0    1,172,835        100.0
  Cost of sales        1,157,760         87.4    1,025,064         87.4
  Gross profit           167,230         12.6      147,771         12.6
  CarMax Auto Finance
   income                 21,816          1.6       25,748          2.2
  Selling, general, and
   administrative
    expenses             130,688          9.9      115,553          9.9
  Interest expense           493           --          754          0.1
  Interest income             53           --          122           --
  Earnings before income
   taxes                  57,918          4.4       57,334          4.9
  Provision for income
   taxes                  22,588          1.7       22,074          1.9
  Net earnings           $35,330          2.7      $35,260          3.0

  Weighted average
   common shares:
    Basic                103,864                   103,156
    Diluted              105,774                   104,762

  Net earnings per share:
    Basic                  $0.34                     $0.34
    Diluted                $0.33                     $0.34

  (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
                              (In thousands)

                                          May 31              February 29
                                    2004            2003          2004
                                        (Unaudited)
  ASSETS
  Current assets:
  Cash and cash equivalents       $61,676         $32,029       $61,643
  Accounts receivable, net         92,624          73,940        72,358
  Automobile loan receivables
   held for sale                   25,137          20,428        18,781
  Retained interests in securitized
   receivables                    126,431         145,020       145,988
  Inventory                       523,666         430,386       466,061
  Prepaid expenses and other
   current assets                   6,959           8,464         8,650

  Total current assets            836,493         710,267       773,481

  Property and equipment, net     267,509         218,069       244,064
  Deferred income taxes                --           3,098           185
  Other assets                     19,255          20,218        19,287

  TOTAL ASSETS                 $1,123,257        $951,652    $1,037,017

  LIABILITIES AND SHAREHOLDERS'
   EQUITY
  Current liabilities:
  Accounts payable               $156,408        $139,824      $145,517
  Accrued expenses and other
   current liabilities             50,226          47,125        55,674
  Accrued income taxes             21,891          16,136         4,050
  Deferred income taxes            31,957          29,948        32,711
  Short-term debt                  28,182          14,532         4,446

  Total current liabilities       288,664         247,565       242,398

  Long-term debt, excluding
   current installments           100,000         100,000       100,000
  Deferred revenue and other
   liabilities                     14,713          11,984        13,866
  Deferred income taxes               376              --            --

  TOTAL LIABILITIES               403,753         359,549       356,264

  SHAREHOLDERS' EQUITY            719,504         592,103       680,753

  TOTAL LIABILITIES AND
   SHAREHOLDERS' EQUITY        $1,123,257        $951,652    $1,037,017

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

                                                        Three Months Ended
                                                              May 31
                                                       2004           2003
  Operating Activities:
  Net earnings                                       $35,330        $35,260
  Adjustments to reconcile net earnings to net
    cash provided by operating activities:
    Depreciation and amortization                      4,282          4,063
    Amortization of restricted stock awards               31             32
    Gain on disposition of assets                        (62)            --
    Provision for deferred income taxes                 (193)        (6,974)
    Changes in operating assets and liabilities:
     Increase in accounts receivable, net            (20,266)       (17,491)
     Increase in automobile loan receivables held for
      sale                                            (6,356)       (16,849)
     Decrease (increase) in retained interests in
      securitized receivables                         19,557        (10,004)
     (Increase) decrease in inventory                (57,605)        36,064
     Decrease in prepaid expenses and other
      current assets                                   1,691          4,172
     Decrease in other assets                             32          1,423
     Increase in accounts payable, accrued expenses and
      other current liabilities, and accrued
      income taxes                                    25,336         41,856
     Increase in deferred revenue and other liabilities  847          1,080
  Net cash provided by operating activities            2,624         72,632

  Investing Activities:
  Purchases of property and equipment                (46,455)       (34,901)
  Proceeds from sales of property and equipment       18,790             --

  Net cash used in investing activities              (27,665)       (34,901)

  Financing Activities:
  Increase (decrease) in short-term debt, net         23,736        (41,519)
  Equity issuances, net                                1,338          1,202

  Net cash provided by (used in) financing activities 25,074        (40,317)

  Increase (decrease) in cash and cash equivalents        33         (2,586)
  Cash and cash equivalents at beginning of period    61,643         34,615
  Cash and cash equivalents at end of period         $61,676        $32,029