AUTONATION, INC. — Director's Dealing 2012

Jul 3, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTONATION, INC. (AN)
CIK: 0000350698
Period of Report: 2012-06-30

Reporting Person: ESL PARTNERS, L.P. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-06-30	Common Stock, par value $0.01 per share	J	4262768	—	Disposed	32367876	Direct

Footnotes

F1: ESL Partners, L.P. ("Partners") has agreed to distribute these shares of common stock of AutoNation, Inc., par value $0.01 per share (each, a "Share"), to limited partners of Partners in accordance with their pro rata interests in Partners. The Shares to be distributed will be contributed to limited partnerships of which RBS Partners, L.P. ("RBS") is the general partner.

F2: In addition to being the general partner of the limited partnerships referred to above, RBS is the general partner of Partners. ESL Investments, Inc. ("Investments") is the general partner of RBS. Edward S. Lampert is the Chairman, Chief Executive Officer and Director of Investments. The pecuniary interest of each of RBS, Investments and Mr. Lampert will not change as a result of the transactions reported herein.