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CarMax Reports Record Second Quarter Results

Releases Third Quarter Expectations

RICHMOND, Va., Sept. 21 -- CarMax, Inc. today reported results for the second quarter ended August 31, 2005.

  *  Total sales increased 23% to $1.63 billion from $1.32 billion in the
     second quarter of last year.

  *  Comparable store used unit sales rose 10% for the quarter.

  *  Total used unit sales grew 21% for the quarter.

  *  Net earnings increased 39% to $41.4 million, or 39 cents per share,
     compared with $29.9 million, or 28 cents per share, earned in the
     second quarter of fiscal 2005.

  *  For the third quarter of fiscal 2006 ending November 30, 2005, CarMax
     expects comparable store used unit sales growth in the range of 2% to
     8%, and earnings per share in the range of 19 cents to 25 cents.

  Sales Components

                              Three Months Ended        Six Months Ended
  (In millions)                  August 31(1)              August 31(1)
                              2005     2004 Change      2005     2004 Change

  Used vehicle sales      $1,236.5   $987.4  25.2%  $2,440.3 $1,972.7  23.7%
  New vehicle sales          151.9    137.5  10.5%     286.0    274.3   4.3%
  Wholesale vehicle sales    190.8    152.1  25.4%     380.3    309.0  23.1%
  Other sales and
   revenues (2)               54.6     46.5  17.5%     105.6     92.5  14.2%
  Net sales and operating
   revenues               $1,633.9 $1,323.5  23.4%  $3,212.2 $2,648.5  21.3%

  (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 service plan revenues,
       service department sales, and third-party finance fees.

  Retail Vehicle Sales Changes

                                  Three Months Ended        Six Months Ended
                                       August 31                August 31
                                   2005       2004          2005       2004
  Comparable store vehicle
   sales:
      Used vehicle units           10 %       (7)%           8 %       (5)%
      New vehicle units            10 %       13 %           5 %       12 %
      Total units                  10 %       (5)%           8 %       (3)%

      Used vehicle dollars         14 %       (6)%          12 %       (3)%
      New vehicle dollars          10 %       13 %           6 %       12 %
      Total dollars                14 %       (4)%          11 %       (1)%

  Total vehicle sales:
      Used vehicle units           21 %        4 %          20 %        6 %
      New vehicle units            10 %       (1)%           3 %       (1)%
      Total units                  20 %        3 %          19 %        5 %

      Used vehicle dollars         25 %        5 %          24 %        8 %
      New vehicle dollars          10 %       (1)%           4 %       (1)%
      Total dollars                23 %        4 %          21 %        7 %

  Retail Vehicle Sales Mix

                                  Three Months Ended        Six Months Ended
                                      August 31                 August 31
                                   2005       2004          2005       2004
  Vehicle units:
      Used vehicles                92 %       92 %          93 %       91 %
      New vehicles                  8          8             7          9
      Total                       100 %      100 %         100 %      100 %

  Vehicle dollars:
      Used vehicles                89 %       88 %          89 %       88 %
      New vehicles                 11         12            11         12
      Total                       100 %      100 %         100 %      100 %

  Retail Unit Sales

                                Three Months Ended        Six Months Ended
                                    August 31                August 31
                                 2005        2004         2005       2004

  Used vehicles                 75,616      62,396      149,759    124,749
  New vehicles                   6,320       5,756       11,924     11,600
  Total                         81,936      68,152      161,683    136,349

  Average Retail Selling Prices

                                 Three Months Ended        Six Months Ended
                                     August 31                August 31
                                  2005        2004         2005       2004

  Used vehicles                $16,204     $15,693      $16,161    $15,678
  New vehicles                 $23,878     $23,706      $23,824    $23,463
  Weighted average             $16,796     $16,370      $16,726    $16,340

  Earnings Highlights

  (In millions except per     Three Months Ended        Six Months Ended
   share data)                    August 31                August 31
                              2005   2004  Change      2005   2004  Change

  Net earnings               $41.4  $29.9   38.7 %    $81.2  $65.2   24.6 %
  Diluted weighted average
   shares outstanding        106.2  105.5    0.7 %    106.2  105.6    0.5 %
  Net earnings per share(1)  $0.39  $0.28   39.3 %    $0.76  $0.62   22.6 %

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

  Selected Operating Ratios

                                              Three Months Ended
  (In millions)                                    August 31
                                         2005    %(1)      2004   %(1)

  Net sales and operating revenues   $1,633.9  100.0 % $1,323.5 100.0 %
  Gross profit                         $208.6   12.8 %   $163.2  12.3 %
  CarMax Auto Finance income            $23.8    1.5 %    $20.7   1.6 %
  Selling, general, and
   administrative expenses             $165.3   10.1 %   $134.7  10.2 %
  Operating profit (EBIT)(2)            $67.1    4.1 %    $49.2   3.7 %
  Net earnings                          $41.4    2.5 %    $29.9   2.3 %

                                                Six Months Ended
  (In millions)                                     August 31
                                         2005     %(1)     2004   %(1)

  Net sales and operating revenues   $3,212.2  100.0 % $2,648.5 100.0 %
  Gross profit                         $406.3   12.6 %   $330.4  12.5 %
  CarMax Auto Finance income            $50.9    1.6 %    $42.6   1.6 %
  Selling, general, and
   administrative expenses             $324.5   10.1 %   $265.4  10.0 %
  Operating profit (EBIT)(2)           $132.7    4.1 %   $107.6   4.1 %
  Net earnings                          $81.2    2.5 %    $65.2   2.5 %

  (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.

  Gross Profit

                                           Three Months Ended
                                                August 31
                                       2005                    2004
                              $/unit(1)     %(2)     $/unit(1)      %(2)

  Used vehicle gross profit    $1,856      11.3 %      $1,846      11.7 %
  New vehicle gross profit     $1,122       4.7 %        $890       3.7 %
  Wholesale vehicle gross
   profit                        $578      14.4 %        $406      11.0 %
  Other gross profit             $411      61.7 %        $385      56.3 %
  Total gross profit           $2,546      12.8 %      $2,395      12.3 %

                                             Six Months Ended
                                                August 31
                                       2005                    2004
                              $/unit(1)     %(2)      $/unit(1)     %(2)

  Used vehicle gross profit    $1,829      11.2 %      $1,855      11.7 %
  New vehicle gross profit       $973       4.1 %        $859       3.6 %
  Wholesale vehicle gross        $604      14.6 %        $423      11.3 %
   profit
  Other gross profit             $404      61.8 %        $398      58.7 %
  Total gross profit           $2,513      12.6 %      $2,423      12.5 %

  (1)  Calculated as category gross profit divided by its respective units
       sold, except the other and total categories, which are divided by
       total retail units sold.

  (2)  Calculated as a percentage of its respective sales or revenue.

  Business Performance Review

Sales. "We are very pleased with our second quarter results," said Austin Ligon, president and chief executive officer, "especially considering the constantly changing environment in the auto retailing marketplace. Continuing excellent execution by our store teams took advantage of a strong increase in store traffic, which we believe was helped in part by the new car employee pricing programs.

"We believe we benefit from pricing transparency in the marketplace, and the employee pricing programs made new car pricing more transparent," said Ligon. "Our no-haggle consumer offer makes price-comparing easy, giving us a unique advantage as consumers cross-shop.

"We also saw a solid increase in appraisal traffic," Ligon said. "We increased our radio advertising during the summer, focusing almost exclusively on our 'we buy cars' message. Even as prices on SUVs fell dramatically, we stayed active in the market, making a fair offer to purchase any consumer's vehicle. In addition, dealers lost some of their negotiating ability on trade-ins as prices of new cars were more transparent.

"Our subprime finance provider, DRIVE, contributed approximately 1 percentage point of our 10% used unit comp growth," Ligon said. "Following several months of testing, we rolled out DRIVE systemwide in August 2004. Having now anniversaried this rollout, we do not expect DRIVE to provide material incremental used unit comp growth in future quarters.

"We believe the new car pricing programs helped stimulate the robust increase in our appraisal traffic," Ligon said. "Consumers continue to learn that they can come to CarMax for a free appraisal of their cars. Doing so gives them an easy way to realize fair value for their cars if they choose to sell to us and a powerful negotiating tool if they choose to trade in at a new car dealer. The increase in appraisal traffic was the primary driver of the 25% increase in wholesale sales.

"Other sales and revenues benefited from increases in extended service plan revenues and service department sales," said Ligon. "Their growth was partially offset by a decline in third-party finance fees, resulting primarily from the DRIVE discount. Our prime and nonprime finance partners pay us an origination fee, while DRIVE purchases loan contracts at a discount."

Margins. "Used vehicle gross profit per unit rose slightly compared with last year's second quarter," Ligon said, "despite the expected pricing pressure on SUVs and trucks resulting from higher gas prices and despite a supplemental markdown in retail SUV valuation at the end of the quarter. While wholesale auction prices for SUVs and trucks plummeted, auction prices for other vehicles were above historical norms. We were able to hold margins because we are quickly adjusting our appraisal offers to be in sync with broader market trade-in offers and because we turn our inventory rapidly. We finished the quarter with our inventory on target going into the lower volume, model year changeover period.

"New car margins rose nicely," said Ligon. "We actually were able to increase new car prices modestly because our pricing had been below the employee pricing programs. In wholesale, we continued to benefit from our sharp attention to appraisal offer adjustments during the summer's very dynamic market environment. The other sales and revenues margin grew as a result of growth in our service margin, reflecting the greater overhead expense absorption that higher volumes provide."

CarMax Auto Finance. CarMax Auto Finance income increased 15% compared with the same quarter last year. CAF income benefited from the growth in total sales and a modest increase in penetration. The increase in originations and managed receivables more than offset the expected decline in gain spread. The gain on loans sold as a percent of loans sold was 3.3% in the second quarter, slightly below the normalized range of 3.5% to 4.5%. Similar to the past several quarters, increases in CAF's cost of funds outpaced increases in consumer rates. The gain spread was 3.8% in last year's second quarter.

SG&A. Selling, general, and administrative expenses as a percent of total sales declined modestly to 10.1% in this year's second quarter from 10.2% in last year's second quarter. "The overhead cost leverage provided by our strong sales growth was largely offset by a combination of factors," said Ligon. "This year's rollout of marketwide television advertising in Los Angeles and last year's lower-than-normal store and corporate bonuses both adversely affected the SG&A ratio comparison. In addition, we continue to see a larger percentage of our store base made up of stores not yet at basic maturity, which we define as four years. In this year's second quarter, 46% of our stores were newer stores, compared with 38% in last year's second quarter."

Earnings. "We finished the quarter with earnings at 39 cents per share, 2 cents higher than our revised guidance," Ligon said. "We benefited from strong margin performance in used, new, and wholesale vehicles. We also benefited from lower than expected health care costs."

Third Quarter Fiscal 2006 Expectations

"For the third quarter, we currently expect used unit comp growth in the range of 2 to 8% and earnings per share in the range of 19 to 25 cents," Ligon said. "We have again put a wide range on our quarterly expectations because market conditions continue to be uncertain and we are going into the ever- challenging model year changeover period. We continue to see SUV and light truck price declines. As these declines cause supplemental markdowns, we anticipate additional margin pressure. We expect the CAF gain on loans sold to be approximately 3.5%, the low end of our normalized range.

"Thus far in September, we've experienced a slight benefit from replacement purchases resulting from Hurricane Katrina," said Ligon. "However, we have no way of knowing if and to what extent our sales might continue to benefit. Consequently, our current expectations do not include any future benefit from possible replacement purchases." The company plans to release third quarter sales and earnings results on Wednesday, December 21, 2005, before the opening of the New York Stock Exchange.

Store Openings

CarMax opened one superstore during the second quarter, bringing to five the number of superstores opened in the first half of the fiscal year. The company entered the Salt Lake City market with a standard superstore, which opened on August 31, the last day of the quarter. CarMax's plans call for opening four additional superstores during the second half of the year, including two satellite superstores that have opened in September, one in Miami and one in Nashville.

About CarMax

CarMax, a Fortune 500 company, and one of the Fortune 2005 "100 Best Companies to Work For," is the nation's largest retailer of used cars. Headquartered in Richmond, Va., CarMax currently operates 65 used car superstores in 29 markets. CarMax also operates seven new car franchises, all of which are integrated or co-located with its used car superstores. During the twelve month period ended August 31, 2005, the company sold 278,178 used cars, which is 93 percent of the total 299,138 vehicles the company retailed during that period. For more information, access the CarMax website at http://www.carmax.com/.

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

                                                 Three Months Ended
                                                      August 31
                                         2005     %(1)         2004     %(1)

  Sales and operating revenues:
    Used vehicle sales             $1,236,514     75.7     $987,359     74.6
    New vehicle sales                 151,922      9.3      137,516     10.4
    Wholesale vehicle sales           190,783     11.7      152,118     11.5
    Other sales and revenues           54,634      3.3       46,514      3.5
  Net sales and operating revenues  1,633,853    100.0    1,323,507    100.0
  Cost of sales                     1,425,269     87.2    1,160,307     87.7
  Gross profit                        208,584     12.8      163,200     12.3
  CarMax Auto Finance income           23,824      1.5       20,744      1.6
  Selling, general, and
   administrative expenses            165,274     10.1      134,726     10.2
  Loss on franchise dispositions,
   net                                      -        -           11        -
  Interest expense                        375        -          324        -
  Interest income                         191        -           66        -
  Earnings before income taxes         66,950      4.1       48,949      3.7
  Provision for income taxes           25,528      1.6       19,090      1.4
  Net earnings                        $41,422      2.5      $29,859      2.3

  Weighted average common shares:
    Basic                             104,528               104,002
    Diluted                           106,217               105,512

  Net earnings per share:
    Basic                             $  0.40               $  0.29
    Diluted                           $  0.39               $  0.28

                                                  Six Months Ended
                                                      August 31
                                         2005     %(1)         2004     %(1)
  Sales and operating revenues:
    Used vehicle sales             $2,440,319     76.0   $1,972,734     74.5
    New vehicle sales                 286,015      8.9      274,281     10.4
    Wholesale vehicle sales           380,275     11.8      308,989     11.7
    Other sales and revenues          105,604      3.3       92,493      3.5
  Net sales and operating revenues  3,212,213    100.0    2,648,497    100.0
  Cost of sales                     2,805,870     87.4    2,318,067     87.5
  Gross profit                        406,343     12.6      330,430     12.5
  CarMax Auto Finance income           50,895      1.6       42,560      1.6
  Selling, general, and
   administrative expenses            324,509     10.1      265,414     10.0
  Loss on franchise dispositions,
   net                                      -        -           11        -
  Interest expense                      1,569        -          817        -
  Interest income                         326        -          119        -
  Earnings before income taxes        131,486      4.1      106,867      4.0
  Provision for income taxes           50,246      1.6       41,678      1.6
  Net earnings                        $81,240      2.5      $65,189      2.5

  Weighted average common shares:
    Basic                             104,457               103,933
    Diluted                           106,201               105,643

  Net earnings per share:
    Basic                               $0.78                 $0.63
    Diluted                             $0.76                 $0.62

  (1)  Percents are calculated as a percentage of net sales and operating
       revenues and may not equal totals due to rounding.

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

                                          August 31            February 28
                                     2005            2004          2005
                                         (Unaudited)
  ASSETS
  Current assets:
  Cash and cash equivalents       $53,800         $56,607       $29,099
  Accounts receivable, net         62,037          69,795        76,167
  Automobile loan receivables
   held for sale                    2,360           3,164        22,152
  Retained interest in
   securitized receivables        157,784         139,525       147,963
  Inventory                       585,248         492,011       576,567
  Prepaid expenses and other
   current assets                   8,418           5,473        13,008

  Total current assets            869,647         766,575       864,956

  Property and equipment, net     434,835         310,316       406,301
  Deferred income taxes                 -           1,635             -
  Other assets                     26,787          27,088        21,756

  TOTAL ASSETS                 $1,331,269      $1,105,614    $1,293,013

  LIABILITIES AND SHAREHOLDERS'
   EQUITY
  Current liabilities:
  Accounts payable               $148,341        $131,495      $170,646
  Accrued expenses and other
   current liabilities             83,929          59,691        65,664
  Accrued income taxes             12,333           2,676         1,179
  Deferred income taxes            23,552          33,556        26,315
  Short-term debt                       -           4,644        65,197
  Current portion of
   long-term debt                 106,152               -           330

  Total current liabilities       374,307         232,062       329,331

  Long-term debt, excluding
   current portion                 35,279         100,000       128,419
  Deferred revenue and other
   liabilities                     28,776          23,099        29,260
  Deferred income taxes             4,112               -         5,027

  TOTAL LIABILITIES               442,474         355,161       492,037

  SHAREHOLDERS' EQUITY            888,795         750,453       800,976

  TOTAL LIABILITIES AND
   SHAREHOLDERS' EQUITY        $1,331,269      $1,105,614    $1,293,013

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

                                                       Six Months Ended
                                                           August 31
                                                      2005           2004

  Operating Activities:
  Net earnings                                     $81,240        $65,189
  Adjustments to reconcile net earnings to net
   cash provided by operating activities:
    Depreciation and amortization                   12,194          8,844
    Amortization of restricted stock awards             44             51
    Gain on disposition of assets                     (829)           (83)
    Provision for deferred income taxes             (3,678)          (605)
    Changes in operating assets and liabilities:
      Decrease in accounts receivable, net          14,130          2,563
      Decrease in automobile loan receivables
       held for sale                                19,792         15,617
      (Increase) decrease in retained interest in
       securitized receivables                      (9,821)         6,463
      Increase in inventory                         (8,681)       (25,950)
      Decrease in prepaid expenses and other
       current assets                                4,590          3,177
      (Increase) decrease in other assets             (737)            71
      Increase (decrease) in accounts payable,
       accrued expenses and other current
       liabilities, and accrued income taxes        10,385         (8,926)
      Increase in deferred revenue and other
       liabilities                                     254          1,313
  Net cash provided by operating activities        118,883         67,724

  Investing Activities:
  Purchases of property and equipment             (115,240)      (118,624)
  Proceeds from sales of assets                     78,173         43,659
  Net cash used in investing activities            (37,067)       (74,965)

  Financing Activities:
  (Decrease) increase in short-term debt, net      (65,197)           198
  Issuance of long-term debt                       105,229              -
  Payments on long-term debt                      (100,411)             -
  Equity issuances, net                              3,264          2,007
  Net cash (used in) provided by financing
   activities                                      (57,115)         2,205

  Increase (decrease) in cash and cash equivalents  24,701        (5,036)
  Cash and cash equivalents at beginning of year    29,099         61,643
  Cash and cash equivalents at end of period       $53,800        $56,607