COPART INC — Director's Dealing 2007

Sep 20, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COPART INC (CPRT)
CIK: 0000900075
Period of Report: 2007-09-17

Reporting Person: Rosenstein Barry (Director)
Reporting Person: JANA PARTNERS LLC (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-09-17	Stock Option (right to buy)	$29.32	A	20000	Acquired	2017-09-17	Common Stock (20000)	Direct

Footnotes

F1: Stock option awarded to Barry Rosenstein under the Issuer's 2001 Stock Option Plan. JANA Partners LLC ("JANA") and Barry
Rosenstein disclaim any beneficial ownership of any of the Issuer's securities reported herein except to the extent of their
pecuniary interest therein.

F2: One half of the options vest on the first anniversary of the date of grant and the balance vest on a monthly basis over the
12 months succeeding such first anniversary.

F3: Not applicable.