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PRESS RELEASE

Cross-Continent Announces Purchase Plans for 2 Western Toyota Dealerships

24 January 1997


                Cross-Continent Auto Retailers to Acquire
             Toyota Dealerships In Las Vegas And Denver Area
  


    AMARILLO, Texas, Jan. 24 -- Cross-Continent Auto Retailers,
Inc. today announced that it has reached a definitive agreement
to acquire Toyota West Sales and Service, Inc. of Las Vegas, and Douglas
Toyota, Inc., of Thornton, Colorado, a suburb of Denver for cash and stock
totaling approximately $40 million.
    Cross-Continent Chairman and Chief Executive Officer Bill Gilliland said,
"We are extremely pleased to be able to expand our operations into two of the
fastest growing areas in the country through the acquisition of these
dealerships.  This acquisition reflects our strategy of acquiring high
quality, well-managed, profitable dealerships in desirable locations."
    R. Douglas Spedding, President of Toyota West and Douglas Toyota, said
"Our companies share many similarities and the opportunity to become part of
the Cross-Continent group of dealerships was very appealing. Our Toyota stores
are number one in volume and sales in the Denver and Las Vegas markets, and
being part of Cross-Continent can only increase our market share.  We look
forward to being an integral part of Cross-Continent's future growth."
    Gilliland said Spedding will continue to manage the dealerships and be
involved with future acquisitions following the completion of the acquisition
anticipated late in the first quarter.  The transaction is subject to
manufacturer approval, final board approval as well as other customary
conditions.
    "This is our second major acquisition since our initial public offering on
September 23, 1996," Gilliland said.  "The fact that we were the nation's
first publicly traded franchised auto dealer group provides us with the
leverage and financial wherewithal to implement our strategic growth plan.  We
were able to offer stock with a value of approximately $12 million as part of
the purchase price to bring this transaction to closure.  The people we are
dealing with enjoy the opportunity to have an equity interest in Cross-
Continent so they can share in our success over the long-term."
    Cross-Continent completed its initial acquisition on October 1, 1996 with
the purchase of Lynn Hickey Dodge in Oklahoma City, one of the largest Dodge
dealerships in the country according to trade press articles and rankings.
    Following the completion of the Toyota West and Douglas Toyota
acquisition, Cross-Continent Auto Retailers will own and operate a group of
nine franchised automobile dealerships in Texas, Oklahoma, Nevada and
Colorado.  Through these dealerships, the company sells new and used cars and
light trucks, arranges related financing and insurance, sells replacement
parts and provides vehicle maintenance and repair services.
    Cross-Continent Auto Retailers, Inc. is listed on the New York Stock
Exchange under the symbol XC.

CONTACT: John Gaines, Vice President-Finance, of Cross-Continent Auto Retailers, Inc., 806-374-8653; or Bill Schmidle or Jack Queeney of The Financial Relations Board, 312-266-7800