O'Reilly Automotive Announces Purchase of Midwest Auto Parts Distributors

SPRINGFIELD, Mo.--May 2, 2005--O'Reilly Automotive, Inc. ("O'Reilly") today announced that it has entered into a definitive agreement to purchase all of the outstanding stock of W.E. Lahr Company and its subsidiary Midwest Auto Parts Distributors ("Midwest"), and affiliates, headquartered in St. Paul, Minnesota.

Under the terms of the agreement, O'Reilly will purchase all of the outstanding stock of Midwest for $61 million in cash. The transaction is subject to customary closing conditions. The transaction is expected to close May 3, 20051, 2005.

Midwest operates 71 stores in Minnesota, Montana, South Dakota, Wisconsin and Wyoming that receive nightly delivery from one of their distribution centers located in St. Paul, Minnesota, and Billings, Montana. Midwest recorded $98.7 million in sales for the fiscal year ending September 30, 2004. W.E. Lahr Company has been in business for 70 years as a major warehouse distributor, local jobber and retailer of automotive aftermarket parts. With this acquisition, Midwest's current operations will be a compliment to O'Reilly's already successful dual market strategy and expand O'Reilly's presence to twenty-four contiguous states.

Greg Henslee, Chief Executive Officer of O'Reilly, stated: "We are very excited about the growth opportunities and the great new markets that the acquisition of Midwest will bring. We view Midwest as a good fit both geographically and operationally."

Ted Wise, Chief Operating Officer stated: "Not only will we be adding 71 new stores in 5 new states, but we will also be welcoming nearly 700 Midwest team members to Team O'Reilly, where their knowledge and customer relationships will be a key to our success in those markets. In addition we are excited about the opportunity to continue serving the needs of the 108 independent jobber customers currently served by Midwest."

Jim Bartholomew, CEO of Midwest stated: "We believe the synergistic benefits of this combination will greatly enhance our program offering to our customers and provide expanded growth opportunities for our employees. Midwest's owner, Bill Lahr, passed away last fall. Bill had great respect for the O'Reilly family and their business model, and had Midwest adopt many of their strategies."

O'Reilly will add approximately 160 new stores for 2005, in addition to the 71 new stores from the Midwest acquisition. The company anticipates this transaction to be accretive to earnings for 2005. Further guidance will be given following the closing of the transaction.

O'Reilly Automotive, Inc. is one of the largest specialty retailers of automotive aftermarket parts, tools, supplies, equipment and accessories in the United States, serving both the do-it-yourself and professional installer markets. Founded in 1957 by the O'Reilly family, the Company operated 1,286 stores within the states of Alabama, Arkansas, Florida, Georgia, Illinois, Indiana, Iowa, Kansas, Kentucky, Louisiana, Mississippi, Missouri, Nebraska, North Carolina, Oklahoma, South Carolina, Tennessee, Texas and Virginia as of March 31, 2005.