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Table of Contents
EXHIBIT INDEX
Exhibits Description of Exhibits
3.1 Third Amended and Restated Certificate of Incorporation of AutoNation, Inc. (incorporated by reference to
Exhibit 3.1 to AutoNation’s Quarterly Report on Form 10-Q for the quarter ended June 30, 1999).
3.2 Amended and Restated Bylaws of AutoNation, Inc. (incorporated by reference to Exhibit 3.2 to AutoNation’s
Current Report on Form 8-K dated December 8, 2000).
4.1
Indenture, dated as of August 10, 2001 (the “Indenture”), relating to the issuance of $450.0 million aggregate
principal amount of senior unsecured notes due 2008 (incorporated by reference to Exhibit 4.4 to the
Registration Statement on Form S-4 (SEC 333-71098) filed on October 5, 2001).
4.2
Supplemental Indenture, dated as of April 30, 2002, amending the Indenture to update the list of the
Company’s subsidiaries as guarantors thereunder (incorporated by reference to Exhibit 4.2 to AutoNation’s
Annual Report on Form 10-K for the year ended December 31, 2003).
4.3
Supplemental Indenture, dated as of November 8, 2002 amending the Indenture to increase by $400.0 million
the Company’s capacity to make restricted payments under the terms of the Indenture, including payments for
the repurchase of its common stock (incorporated by reference to Exhibit 4.2 to AutoNation’s Annual Report on
Form 10-K for the year ended December 31, 2002).
4.4* Supplemental Indenture, dated as of March 29, 2004, amending the Indenture to update the list of the
Company’s subsidiaries as guarantors thereunder.
4.5* Supplemental Indenture, dated as of November 3, 2005, amending the Indenture to update the list of the
Company’s subsidiaries as guarantors thereunder.
4.6 Five Year Credit Agreement dated July 14, 2005 relating to a $600 million unsecured bank line of credit
(incorporated by reference to Exhibit 10.15 of the AutoNation’s Form 8-K filed on July 14, 2005).
4.7
AutoNation is a party to certain long-term debt agreements where the amount involved does not exceed 10% of
AutoNation’s total assets. AutoNation agrees to furnish a copy of any such agreements to the Commission
upon request.
10.1 AutoNation, Inc. 1991 Stock Option Plan, as amended to date (incorporated by reference to Exhibit 10.1 to
AutoNation’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2000).
10.2
AutoNation, Inc. 1995 Amended and Restated Employee Stock Option Plan, as amended to date (incorporated
by reference to Exhibit 10.2 to AutoNation’s Quarterly Report on Form 10-Q for the quarter ended June 30,
2000).
10.3
AutoNation Enterprises Incorporated Amended and Restated 1995 Employee Stock Option Plan, as amended to
date (incorporated by reference to Exhibit 10.3 to AutoNation’s Quarterly Report on Form 10-Q for the quarter
ended June 30, 2000).
10.4 AutoNation, Inc. Amended and Restated 1995 Non-Employee Director Stock Option Plan (incorporated by
reference to Exhibit 10.10 to AutoNation’s Annual Report on Form 10-K for the year ended December 31, 1998).
10.5
AutoNation, Inc. Amended and Restated 1997 Employee Stock Option Plan, as amended to date (incorporated
by reference to Exhibit 10.4 to AutoNation’s Quarterly Report on Form 10-Q for the quarter ended June 30,
2000).
10.6
AutoNation, Inc. Amended and Restated 1998 Employee Stock Option Plan, as amended to date (incorporated
by reference to Exhibit 10.5 to AutoNation’s Quarterly Report on Form 10-Q for the quarter ended June 30,
2000).
10.7 AutoNation, Inc. Senior Executive Incentive Bonus Plan (incorporated by reference to Exhibit A to AutoNation’s
Proxy Statement on Schedule 14A filed with the Commission on April 12, 2002).
10.8 AutoNation, Inc. Deferred Compensation Plan (incorporated by reference to Exhibit 10.1 to AutoNation’s
Form 8-K filed on November 23, 2005)
10.9
Employment Agreement dated December 30, 2004, between AutoNation, Inc. and Michael J. Jackson,
Chairman and Chief Executive Officer (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K
filed on January 3, 2005).