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Group 1 Announces Debt and Stock Offering Under Shelf

3 February 1999

Group 1 Announces Debt and Stock Offering Under Shelf

    HOUSTON, Feb. 3 -- Group 1 Automotive, Inc. , a
leading operator and consolidator in the automotive retailing industry, today
announced that it will draw down from its $250 million shelf registration
filed on December 24, 1998.  The company proposes to commence an underwritten
offering of 2 million primary shares of common stock and $100 million in
10-year, fixed-rate senior subordinated notes next week.  Group 1 anticipates
that these offerings will be completed by early March.
    According to the company, $59 million of the proceeds will fund the
recently announced acquisitions of 16 dealership franchises in seven markets.
The remainder of the proceeds will be used to repay borrowings under Group 1's
revolving credit facility.  After the repayments, the company will have
$160 million in unused acquisition financing capacity under the credit
facility.
    This release is not an offer to sell or a solicitation of an offer to buy
any of these securities.  The offering will be made only by means of a
prospectus.
    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 are subject to known and unknown risks, uncertainties or other factors
not under Group 1's control that may cause the actual results, performance or
achievements of Group 1 to be materially different from the results,
performance or other expectations implied by these forward-looking statements.
Some of these risks, uncertainties and other factors include those disclosed
in Group 1's filings with the Securities and Exchange Commission.
    Group 1 Automotive, Inc. can be reached on the Internet at
http://www.group1auto.com