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AutoZone Files Registration Of 10,166,000 Shares

7 November 1997

AutoZone Files Registration Of 10,166,000 Shares

    MEMPHIS, Tenn., Nov. 7 -- AutoZone Inc. announced
that the company today filed a registration statement with the Securities and
Exchange Commission for a proposed public offering of up to 10,166,000 shares
of AutoZone common stock, including over allotment options of 1,000,000
shares, by three limited partnerships and a company director.
    The stock will be sold through underwriters led by Goldman, Sachs & Co.
    AutoZone isn't selling any shares in the offering, so the company won't
receive any proceeds from the sale.
    There will be 8,165,983 shares, including over allotments, sold by three
limited partnerships that are affiliates of Kohlberg Kravis Roberts & Co.,
L.P.  The offering will reduce KKR's stake in AutoZone to 7.8%, or about 11.7
million shares, from 13.1%, or about 19.9 million shares.  The remaining 11.7
million shares will be held by a fourth limited partnership consisting of KKR
principals.  KKR said it was offering the shares because of the expiration of
the term of two of the three limited partnerships selling in the offering.
    The remaining 2,000,017 shares, including over allotments, will be sold by
J.R. Hyde III, a director of the company who retired as chairman in March,
1997.  The offering will reduce his holdings to 10.3 million shares, or 6.8%,
from 8.1%. "This offering allows me to diversify my holdings," Mr. Hyde said.
"I retain a substantial ownership stake in AutoZone, have full confidence in
the company and its management team, and intend to remain an active board
member," Mr. Hyde said.
    A registration statement relating to these securities has been filed with
the Securities and Exchange Commission but has not yet become effective.
These securities may not be sold, nor may offers to buy be accepted, prior to
the time the registration statement becomes effective.  This press release
shall not constitute an offer to sell or solicitation of an offer to buy, nor
shall there be any sale of the securities in any state in which such offer,
solicitation or sale would be unlawful, prior to registration or qualification
under securities laws of any such state.

SOURCE  AutoZone Inc.