AUTONATION, INC. — Director's Dealing 2010

Apr 13, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTONATION, INC. (AN)
CIK: 0000350698
Period of Report: 2010-04-09

Reporting Person: LAMPERT EDWARD S (10% Owner)
Reporting Person: ESL INVESTMENTS INC (10% Owner)
Reporting Person: RBS PARTNERS L P /CT (10% Owner)
Reporting Person: ESL PARTNERS, L.P. (10% Owner)
Reporting Person: ESL INVESTORS LLC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-04-09	Common Stock, par value $0.01 per share	P	137143	$18.2887	Acquired	58986184	Indirect
2010-04-12	Common Stock, par value $0.01 per share	P	134331	$18.2963	Acquired	59120515	Indirect
2010-04-13	Common Stock, par value $0.01 per share	P	320985	$18.2891	Acquired	59441500	Indirect
2010-04-09	Common Stock, par value $0.01 per share	P	282034	$18.2887	Acquired	12784065	Indirect
2010-04-12	Common Stock, par value $0.01 per share	P	24369	$18.2963	Acquired	12808434	Indirect
2010-04-13	Common Stock, par value $0.01 per share	P	73967	$18.2891	Acquired	12882401	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.01 per share	6704	Indirect
Common Stock, par value $0.01 per share	5712083	Indirect
Common Stock, par value $0.01 per share	51880	Indirect
Common Stock, par value $0.01 per share	2759949	Direct

Footnotes

F1: These shares of common stock, par value $0.01 per share ("Shares"), of AutoNation, Inc. (the "Issuer") are held by ESL Partners, L.P. ("Partners").

F2: This price represents the approximate weighted average price per Share of purchases that were executed at prices ranging from approximately $18.25 to $18.30 per Share. The Reporting Persons undertake to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares purchased at each price.

F3: These Shares are held in an account established by the investment member of ESL Investors, L.L.C. ("Investors").

F4: This price represents the approximate weighted average price per Share of purchases that were executed at prices ranging from approximately $18.25 to $18.30 per Share. The Reporting Persons undertake to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares purchased at each price.

F5: This price represents the approximate weighted average price per Share of purchases that were executed at prices ranging from approximately $18.19 to $18.30 per Share. The Reporting Persons undertake to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares purchased at each price.

F6: These Shares are held by ESL Institutional Partners, L.P. ("Institutional").

F7: These Shares are held by CBL Partners, L.P. ("CBL").

F8: These Shares are held in a grantor retained annuity trust, of which Edward S. Lampert is the trustee.

F9: These Shares are held by Mr. Lampert.

F10: This Form 4 is filed on behalf of Mr. Lampert, ESL Investments, Inc. ("Investments"), RBS Partners, L.P. ("RBS"), Partners and Investors (collectively, the "Reporting Persons"). RBS is the general partner of Partners and the managing member of Investors. RBS Investment Management, L.L.C. ("RBSIM") is the general partner of Institutional. Investments is the general partner of RBS and CBL and the manager of RBSIM. Mr. Lampert is the Chairman, Chief Executive Officer and Director of Investments.