---

Group 1 Automotive Acquires Two Dealerships

2 September 1998

Group 1 Automotive Acquires Two Dealerships

Texas Market Expanded; Annual Revenue Run Rate Increases to Over $1.7 Billion

    HOUSTON, Sept. 2 -- Group 1 Automotive, Inc. , a
leading operator and consolidator in the automotive retailing industry,
announced today that it has acquired two additional dealerships in Texas.
    McKinney Dodge, located in the Dallas area, joined Group 1's existing
Dallas operations in July 1998.  Austin, Texas-based McMorris Ford joined
Group 1's Maxwell platform in August 1998, and was renamed Maxwell Ford.  No
other terms of the transactions were disclosed.
    B.B. Hollingsworth Jr., Group 1's chairman, president and chief executive
officer, said, "These dealerships represent 'tuck-in' acquisitions, an
important part of our consolidation strategy.  These are stand-alone
dealerships that augment our current brands in existing markets and will allow
us to realize further economies of scale and deliver additional operating
leverage.  For example, with the acquisition of McMorris Ford, our Austin
operations now consist of 21 dealership franchises."
    Hollingsworth noted that since becoming a public company in November 1997,
Group 1 has completed the acquisitions of 32 franchises in five states.  "We
have almost doubled our 1997 revenues, which were just in excess of $900
million, in less than 12 months."
    Group 1 was founded to become a leading operator and consolidator in the
highly fragmented automotive retailing industry.  Group 1 owns 62 dealership
franchises comprised of 24 different brands, and 12 collision service centers
located in Texas, Oklahoma, New Mexico, Colorado, Florida and Georgia.
Through its dealerships the company sells new and used cars and light trucks,
provides maintenance and repair services, sells replacement parts and arranges
related financing, insurance and vehicle service contracts.
    This press release contains certain forward-looking statements within the
meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934,
which involve known and unknown risks, uncertainties or other factors not
under the company's control which may cause the actual results, performance or
achievements of the company to be materially different from the results,
performance or other expectations implied by these forward-looking statements.
Some of these risks and factors include, but are not limited to those
disclosed in the company's filings with the Securities and Exchange
Commission.
    Group 1 Automotive, Inc. can be reached on the Internet at
http://www.group1auto.com