Good morning ladies and gentleman, and thank you for standing by. Welcome to the Group 1 Automotive first quarter earnings conference call. (Operator Instructions) I would now like to turn the conference to Peter DeLongchamps Vice President of Manufacture Relations and Public Affairs. Please go ahead Sir.

Thank you Eric and good morning everyone and welcome to the Group 1 Automotive 2008 first quarter conference call. Before we begin I would like to make some brief remarks about forward-looking statements and the use of non-GAAP financial measures. Except for historical information mentioned during the conference call statements made by management of Group 1 Automotive are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Security Litigation Reform Act of 1995. Forward-looking statements involved both of known and unknown risks and uncertainties which may cause the company’s actual results in future periods to differ materially from forecasted results. Those risks include but are not limited to risk associated with pricing, volume and the conditions of the market. Those and other risks are described in the company’s filings with the Securities and Exchange Commission over the past 12 months. Copies of these filings are available from both the SEC and the company. In addition certain non-GAAP financial measures as defined under SEC rules may be discussed on this call. As required by applicable SEC rules, the company provides reconciliations of any such non-GAAP financial measures to the most directly comparable GAAP measures on its website. I will now turn the call over to our President and Chief Executive Officer of Group 1 Automotive Mr. Earl Hesterberg.

Thank you, Pete. Good morning everyone and welcome to Group 1 Automotive 2008 first quarter conference call. In a minute I’ll turn the call over to John Rickel to get you detailed financial results for the first quarter. After he has finished I’ll provide a brief summary and then open up the call for questions. Let me begin by telling you what we observed during the quarter. As we anticipated the new vehicle sales environment remained challenging during the first quarter. The macroeconomic conditions including high gasoline prices and issues surrounding the housing market continued to negatively impact consumer confidence. This is translating into less consumer traffic on our dealership slots particularly as related to our truck sales. The total market slow down will stop more of our dealerships in California and Florida. All over all traffic remains stronger in our Texas stores where the oil and gas industry is doing very well. We continue to see a significant shift in customer preferences from trucks to cars with our car mix increasing 3 to 4 percentage points from the first quarter of last year to just under 55% of our sales this quarter. As a result we have seen larger sales declines in the brands that are more dependent on truck sales such as Chevrolet, Dodge and Ford. Acceleration of the shift negatively impacted our inventory levels which I will cover in more detail in a moment. The resale value of trucks also continue to decline throughout the quarter which made it difficult for truck customers to trade out for any type of vehicle; car or truck, new or used. On the used vehicle side we continued to reduce our low margin whole sale business as planned while increasing our retail unit sales and revenues; the place that we were…

Thank you Earl and good morning everyone. For the first quarter of 2008, our net income was $16.4 million or $0.73 per diluted share. Our 2007 results included $2.5 million or $0.10 per diluted share of after tax charges related to least terminations, so on a comparable basis, our net income for the first quarter of 2008 declined $3.5 million or 17.8% from the same period in 2007 and earnings per diluted share decline 11%. Our first quarter consolidated total revenue of $1.53 billion improved to $6.7 million compared to the same period a year ago. This overall improvement reflects increases of 7.5% in our retail used vehicle business, 10.1% in our parts and service business and 6.4% in our financial insurance business. Partial offsetting these improvements were declines in our new vehicle and wholesale used vehicle business of 3.2% and 8.1% respectively. Our consolidating gross margin of 16.5% improved 13 basis points from the first quarter of 2007 as a result of the shift in revenue makes on a year-over-year basis towards our higher margin segments. In addition, our parts and service margins improved 120 basis points while lower margins in our new and used vehicle businesses of 50 and 130 basis points respectively were partial offset. On a consolidated basis our SG&A expense as a percent a gross profit declined 100 basis points from 80.2% in the first quarter of 2007 to 79.2% in 2008, primarily as a result of the non-repeating lease termination charges in 2007 and decreases in our consolidated advertising costs. Consolidated floor plan interest expense increased four tenths of a percent in the first quarter of 2008 as compared with the same period a year ago. This increase was primarily attributable to a $93.8 million increase and our weighted average borrowings reflecting the higher…

We are not changing our outlook or guidance for the balance of 2008 at this time. Although we executed recently well in the first quarter, new vehicle sales continued to weaken throughout the first quarter in key economic parameters such as [inaudible] continued to deteriorate. Given this background we are reaffirming our 2008 full year earnings guidance at a range of $2.95 to $3.25 per diluted share. Guidance continues to be based on the following assumptions; industry sales of 15 million to 15.5 million units, same store revenues 3% to 5% lower, SG&A expense as a percent of gross profit at 78% to 79% excluding any one time items as lowered sales revenues are expected to offset cost improvements, LIBOR interest rates at 3.5% throughout 2008, the tax rate of 38% and an estimated average of 22.5 million diluted shares outstanding. Guidance excludes any future acquisitions and dispositions as well as the potential related one time cost estimated to $10 million to $15 million. That concludes our prepared remarks. In a moment we will open the call up for Q&A. Joining me on the call today are John Rickel our Senior Vice President and Chief Financial Officer; Randy Callison our Senior Vice President of Operations and Corporate Development; Peter DeLongchamps our Vice President of Manufacturer Relations and Public Affairs and Lance Parker our Vice President and Corporate Controller. I will now turn the call over to the operator to begin the question-and-answer session. Operator?

(Operator Instructions) Our first question comes from John Murphy with Merrill Lynch. Please go ahead.

Good morning guys.

Good morning John.

Just wondering on SG&A, you guys really attaching up to the weakening sales environment on the new vehicle side on SG&A. Just wondering how far long you think you are in cutting those costs, if there’s more opportunities in the near term on available side or even on the fixed side, just really where you stand on that?

John this is Earl. There is more opportunity for us. Obviously the concern is can we realize that opportunity faster than sales or margins drop. In new vehicle margins, the 6.4% is lower than we would have anticipated at a short time ago. I am hoping we are getting near the bottom on margins but as we look at the inventory pressure, our inventories are too high but I don’t think we are the only one that has inventory too high, that continues to put pressure on margins, but clearly there is more cost we have to get after and we are working to do that. We are not finished with the cost yet.

And just to follow up on the new vehicle margins. I mean with these day supply numbers going through, not through the roof, but actually fairly high, are you seeing pricing discipline erode among the manufacturers. I mean for a while we started to see a little bit of relative discipline, but with that starting to reverse course and if there is any auto makers that are specifically getting out of hand if you could call them out, that would be great.

Sorry, John. Is your question about discipline on incentives or discipline on manufacturing levels, production levels?

On the actual incentives, on the pricing themselves.

There are some manufacturers that I think have held back so much and I am thinking of General Motors right off the top of my head that is actually I think put them in a competitive disadvantage in a weak market. Whereas Ford -- I think a year ago we were concerned Ford wasn’t playing hard, well Ford is playing hard now and relatively speaking at least particularly in Texas, Oklahoma our markets -- not saying Ford’s doing great but they are certainly on a competitive view point. They are fighting harder for their share of a weak market and then there are the two domestic counterparts at the moment. So, there is a difference right now in how some of the manufacturers are attacking the market with incentives.

And is that into the new vehicle margins or are you seeing just increased competition in your local market areas.

To me the new vehicle margins, I am going to led Randy add his view point here when I finish. It’s just the lack of traffic and the inventory pressure; a combination of those two things. There is less people out in the show room and dealers particularly, big strong dealers like us and the other companies you follow and we need to keep moving metal and for us and for the manufacturer, so it’s just less customers and plenty of units on the ground that need to be sold. That’s driving the margins down. Randy do you want to add anything to that?

Yes, this is Randy. I think it’s primarily a traffic issue but also as people come in with trades and those trades aren't worth like what they were a couple of months ago and probably not quiet what the customer thinks they were, that puts a lot of pressure on new car margins.

And then lastly John just on the mortgage facility it looks like you are doing a pretty job of utilizing that and using it up to this point. Is there any potential to upsize that and is there room -- are you finding availability to potentially upsize that if you do to or would like to.

Yeah John, this is John Rickel. We are all pleased with how we’ve been able to put that facility in place and how are using it. I don’t know that there is specific capacity around that facility but we are in discussions about increasing capacity through other means and confident that we will be able to continue to define funding sources to real estate to make sense.

Thanks and then just lastly on the very valuable range of the 295 to 325, is that really just the range on your sales estimates or is there anything else, any other major factors that we should -- swing factors we should be thinking about there from the top to the bottom of the range.

Yeah John, this is John Rickel again. I’d say that the biggest single factor is the sales environment. Obviously we’ve got some other ranges within there, but a lot of extra things down out of what happens with the top line.

Great. Thank you very much.

Thank you.

Our next question comes from Edward Yruma with J.P. Morgan. Please go ahead.

Hi good morning and thanks for taking question. I wanted to ask a little bit around the inventory levels and your ability to work those down without significant discounts? Have you slowed down your ordering with the OEM’s and how centralized is your inventory management now versus may be this time last year?

Your first questions answer is, yes. We are becoming very conservative on our inventory ordering. We are still not centralized in the East end, but we do participate strongly in the ordering of inventory. We clearly have some work to do primarily in the truck area but we are very focused on it.

Got you and as you look at the strong increases in FIPVI, I know that at some point this year, given a lot more difficult comparisons particularly with the new contracts when do you lap those comparisons and how sustainable is this level of growth?

Edward this is John Rickel. Basically we start to run into the lap in the third quarter. We made most of those changes starting kind of June, July, so it really shows up third quarter. We think the absolute levels are certainly sustainable and may be even still some further upside to it, but yeah, the comparison certainly get a little more difficult in the second half.

Got you and the final question around availability; I know that you talked about may be more stringent terms of free consumers, have you been able to expand you lender base to try to service as more marginal consumers or is credit availability just not there. Thank you.

Edward this is John Rickel again. We’ve got plenty of lenders what we deal with. As a matter of fact we’ve been going a bit the other way of trying to concentrate volume and really concentrate on relationships. One of the things in this environment that really is important is good deep relationships with your lenders to the extent they have only got a certain amount of credit to pass out and you want to be one of their primary customers and somebody that they are really stepping up to support, so we are comfortable that we got an appropriate spread of lenders, the relationships that we have are good and really are not having problems getting the customers but the conditions and the stipulations may be a little tighter, but the overall ability to get them financed is still very much in place.

Alright thank you very much.

Our next question comes from Scott Stember with Sidoti and the company. Please go ahead. Scott Stember –Sidoti & Co.: Good morning gentleman.

Good morning Scott. Scott Stember –Sidoti & Co.: Talking about the parts and service, obviously the customer phase side of the business is something that’s definitely helping you. Could you talk about how far long we are? How many of your dealerships are using these new processes and are we just stepping at the tip of the iceberg here?

Scott this is Earl. We are maybe half way through it. This is a slower moving business as most of you know than the new and used vehicles where you can quickly implement changes. One of the reasons we continue to shift our brand mix obviously is because of the growing units in operation that they have for a decade or more in the import luxury brands, but also just -- we have expanded our capacity, we have tried to become more process oriented, we probably marketed more aggressively trying to use some more of the electronic marketing media available to us because we know who our potential customers are in service, invested some money also in our parts whole selling operation in Oklahoma city. So we are well a year or so into this mission of really putting a lot of focus and more professional talent against it, so there is a lot of more upside for us in this but I think this is the first time that we have really seen some of the numbers show through and I think the weak sales environment kind of spotlights that a bit more. Scott Stember –Sidoti & Co.: Were there any particular brands which you excel on the customer phase side or is this starting to feather out most of our brands now?

No, but clearly by being 35% Toyota we are -- and the new technique is on in Honda, that’s over half of our business. That where the huge units in operation are and so that’s where we get the most leverage. Scott Stember –Sidoti & Co.: Okay and on the acquisition front with the market continuing to weaken on the new car side are you starting to finally see the asking prices for some of these dealerships come down or are we still in the rational level?

No, we have not seen the asking prices come down. Still what I would consider to be an irrational level generally speaking and I think Companies like ours will have to be much more careful in this type of environment until we see how things play out, but no -- still your valuable import and luxury franchise have unrealistic asking prices generally speaking. Scott Stember - Sidoti & Co.: Right and just last question on California. We at the point here where we are trying to see the counts get a little bit easier or going forward from here or are we still looking at some difficult times ahead?

Quite frankly, Scott, I was shocked. I had thought that the California market had stabilized during the second half of last year, not necessarily at a good level but it seemed that it had found a level and then in the first quarter of this year, I think you probably heard about this from some of our competitors who do a lot of business in California, at least I mean the other companies in our sector. I mean the bottom fell out again in the first quarter. I saw some data yesterday from one of the manufacturers that showed Honda sales down around 10% in the first quarter, Toyota between 13% and 14%, and Nissan down 20% in the first quarter in California and those three brands are the California market as far as we are concerned anyway and so, something happened in California in the first quarter that was of a different magnitude than what we saw during much of last year and much of last year wasn’t that good. So I think we still have to be cautious about California. Scott Stember - Sidoti & Co.: Alright just a follow-up to that. Is it fair to characterize that you outperformed the market in California in the quarter?

I wouldn’t say we necessarily outperformed the market because we have three Toyota dealerships in California, two Nissan, Infiniti two, Honda, so I don’t know that we necessarily outperformed the market. We may have in parts and service and F&I but it was no better for outside in the first quarter than it was for anyone else, I don’t think generally speaking. Scott Stember - Sidoti & Co.: All right. Thank you for taking my questions.

Our next question comes from Darren Kennedy with Goldman Sachs. Please go ahead.

Hi. I’m [Inaudible] how are you? I’m calling -- I’m actually asking about March trends. I don’t know if there was any distinctive difference through the quarter and I don’t think any of your competitors had anything encouraging to say about April. I was wonder if you can comment.

The only thing I would say is that on the new vehicle side and that’s 62% of our revenue. Each succeeding month this year, the new vehicle market has gotten noticeably weaker. I don’t have April data for our Company yet. I obviously have some mid-month data and such but I looked at some of the April forecast from analysts who are probably on the phone here and they certainly are predicting anything better in April and we just didn’t see anything but weakening new vehicle trends in February and then March. So I don’t think that we -- the best we probably hope to stay flat right now on the new vehicle market.

And -- the other thing about stability I am wondering if things are getting incrementally tighter or in conditions where the lender are sound and you come to a level in terms of all these new extensions, value reductions.

Yeah, this is John Rickel. I think this may be starting to get to a level that they are comfortable with. We haven’t seen a whole lot of additional tightening over kind of the last month or so. So maybe knock on wood a bit but we think maybe this is starting to get to a level that they are comfortable with.

And my final question has to do with -- truck demand has been really weak and [inaudible] with inventory, the OEMs -- are they overstocked in stock and pushing that on you. How would you address that?

This is Randy. We are definitely overstocked on trucks, so they can push all they want to. We have plenty. They are a little high obviously.

But they achieved [inaudible] incentives in anyway?

I'm sorry?

Are they reducing incentives or planning to -- I mean what do you think your strategy is for that?

This is Randy again. I think they are going to have to have to. Earl mentioned General Motors previously but I think they are going to have to move the market somehow on these trucks and I think incentives will be a great way to do that.

Thank you for taking my questions.

Thank you.

Our next question comes from Richard Kwas with Wachovia. Please go ahead.

Hi, good morning gentlemen.

Good morning, Rich Kwas.

Earl, could you discuss your outlook for the luxury market for the remainder of the year. Luxury sales were down in the first quarter and I would suspect that you had some pressure on grosses there as well. What’s baked into the guidance for the rest of the year?

That is correct Rich. We have seen, this year in the first quarter, it was the first time we have seen kind of a notch down in the luxury business even in the strong markets like Houston. I don’t want to overstate and say it’s bad or anything like that because it’s not, but I think even if you look at luxury goods outside of automotive, you have read that even luxury products in general have started to be impacted by the economy in the US. I think it’s exacerbated particularly for the two German manufacturers owing to exchange rate, they are into an awful lot of pressure from that because that got worse again in the first quarter certainly for the Germans and of course the yen has been an issue too. So we have started to see inventory build in these luxury brands. Sales were down a notch. It’s still a very good business. It’s still the best business when in our business. So I don’t want to complain, that wouldn’t be valid, but it’s down a notch too and I think it’s going to -- there is going to be pressure on that which puts pressure on their margins and pressure on their volume a little bit. The other thing that happens would be luxury brands when you go into this market or you have been a year or so with declining used car values is you see eventually lending institutions take hits on the residual values. This has happened in history before but there is an awful lot of vehicles out on lease, not as many as there might have been in the mid-90s or whatever, but, the entire breadth of our business gets hit and it’s now seeped into the luxury car market volume grosses, lending, meaning leasing for a lot of these people. They are going to have to be more careful about residual values on leases and things like that. So it is now across the board with all the brands. So we would expect year-over-year performance data on luxury brands this year, volume growth and so forth not to be quite as good as last year and that is inherent in our forecasting and guidance.

Okay. And then John’s comment earlier about the lending environment seemingly stabilizing a bit; John, do you think that the lease, the residual impact in luxury has been factored into the lending institutions or do you kind of view that as a potential risk as we proceed with the year?

Yeah, Rich it’s John. That could well be a risk as you going forward. If Earl’s right and that they start to take some residual hits, the kind of the normal characteristic is that they’ll react to that, so that is I guess a potential risk.

Okay, and then looks like the Boston market lease as a percentage of revenue was up a little bit year-over-year. I know that was a worrying point for you heading into the year. What are the trends in that market and how do you feel about your cost structure there?

The northeast of Raleigh as you know is higher cost than much of the US and starts with rents and what you have to pay people and so forth. We are very powerful group as a dealer group within that market, so we were able to hold our volume but there is as much or more margin pressure there as there is just about anywhere other than perhaps California. So it’s a huge Toyota market. We have four Toyota dealerships. So we are holding out our sales up but we are under margin and cost pressure there, I can assure you.

And then finally on used vehicles with Manheim Index coming in, what are you doing? Are you offering less on trades and is that I guess; a, reducing the inventory that you get at retail and then is that forcing you to go to the auction or -- and then how are you adjusting the truck car mix on the used side?

Rich, that’s one of the hardest parts of the business equation right now. I think Randy brought it up earlier -- particularly in Texas and Oklahoma, if you don’t trade for trucks and SUV, you don’t sell new cars. So we are still having to take them. A lot of deals aren’t getting done because the owners just are upside down and they can't believe what their price values of their trades are but now we still take them and that’s a lot of the retail margin pressure you are seeing certainly from us is our dealerships want to retail those used vehicles after they take them on trade before they have to take them to the auction in 60 days and take a hit on them there. So we are probably retailing out of some trucks and SUVs more quickly than we might have a year ago or two because of fear of what will happen if we wait another month and have to take a wholesale hit at the auction. So that’s all part of the dynamic and that’s also the dynamic of why the domestic manufacturers or Toyota were trying to sell big trucks, full size pick-ups and SUVs need incentives in the market. It’s not to re-price their vehicles as much as it is to help get some of these trade-ins done and frequently, the people trying to trade-in are particularly where the domestics that are brand loyal. They are bringing a Ford truck back to a Ford dealer, Dodge truck back to a Dodge dealer trying to get into something new, maybe a crossover and maybe something more fuel efficient, maybe it’s just a new truck, but there is just -- the economics don’t work without incentive help from the manufacturer.

Okay, and then lastly on the used vehicle side, are you overweight trucks right now and do you expect if you are, how soon do you think you can get right size the inventory mix?

We overweight trucks just because that’s what’s being traded in across the country and if you are doing new car business, you have got plenty of trucks and in terms of why we like the stock for retailing, what we would like to have cars. So and Randy has got some data but the trucks are going to keep coming in. The idea is we will liquidate the trucks more quickly than the cars.

Hi guys, its’ Randy. Our day supply of trucks at the end of the quarter actually was only 32 days and that’s down four days from the fourth quarter where we were at 36 days and only up two days from the first quarter of ’07 where we were at 30 days. From a days supply basis, we are in pretty good shape with used trucks.

All right. Thank you so much.

Thanks Rich.

Your next question comes from Rich Nelson with Stephens.

Thank you. Good morning guys.

Good morning Rich.

Wanted to follow up on SG&A. The same store SG&A was up 90 basis points and you have to consolidate it. SG&A was down 100 basis points, what accounts for the difference?

Rich, this is John Rickel. I mentioned in my prepared remarks, the consolidated includes the lease termination charge from first quarter 2007, so if you pull that out from the consolidated levels, consolidated SG&A would also be up.

Got it and how about rent expense on a consolidated basis in each period? Do you have that number as a percent or gross?

I think we do have it, we are trying to find it Rich, hang on.

Rich, this is Parker, the rent number for first quarter of ’08 was rent facility cost was $23.3 million which was about flat from the first quarter of last year, those are on a same store basis.

Okay. And the CapEx programs at the OEMs, particularly some of the front nameplates are requiring of the dealers. Given the week environment, how do you view that? Is there an opportunity to push back some of those programs or --?

Rich, this is Earl. There is certainly -- it’s certainly become more problematic this year than it was last year. None of them seem to have recognized the economic situation or have gotten any less desire for a new facility than they had last month or last year. So that continues to be a pressure point for some brands and some places for us. We still have a projection of about $60 million of CapEx this year which is a lot of money and we still have some projects we needed to carry through. In many cases, they will give us additional service capacity which is part of our strategy and is a critical part of the business now but that pressure mounts as we continue in a soft market and I wouldn’t -- that’s insignificant.

On the acquisition front, you talked a bit about multiples and the US not really changing. Is there any changes occurring in the UK in terms of candidates?

No Rich, same there. Your multiples are not inside there as they are here but there hasn’t been any softening. The UK market of course overall has held up better than the US although experts continue to predict it’s going to turn down. It’s probably a little more flat. It’s not really strong but compared to the US, it’s certainly remaining stronger. There is a lot of caution there that it could get a little softer as we go through the second half of the year but in terms of multiples, there has been no change there either.

And what news here of acquisition targets for 2008 in terms of revenue and does the debt level of 49% at the capitalization provide any limitations?

Rich this is John Rickel. The target remains unchanged at $300 million of acquired revenues in the year and we prefer to look at it really as excluding the real estate debt and then on that basis we are at 41%. We made good improvements during the quarter so now the balance sheet continue to have plenty of capacity to deliver at least that level of acquisition if not more.

Great thank you good luck.

Thank you.

Our next question comes from Matt Nemer with Thomas Weisel Partners. Please go ahead.

Good morning everyone.

Good morning Mack.

My first question is given the inventory situation that we are in, should we expect gross profit dollars per unit to have a sharper decline in the second quarter based on trying to exit out of similar that extra inventory?

You stump the band there Matt, we are looking at each other. Well, I guess I’ll take the first stab Matt. We have to fight awful hard to keep our new car margins from going any lower than the 6.4 they were in the first quarter. Now the market is going to put pressure on us. I am hoping manufactures will help us with a little more retailing support in terms of incentives, but we certainly have to do our best to resist these margins getting any lower.

Okay and then I am just wondering if you have done the math on the impact of least buyouts on the SG&A to gross profit ratio on a consolidated basis.

Matt this is John Rickel, you are looking for what compared with last year or --?

Yeah, just the year over year SG&A and gross profit assuming that you did not do any lease buyouts during the year.

Yeah I don’t have that in front of me, that’s something I can get back to you with.

Okay and then I guess on that same topic do you have -- I may have missed this if you mentioned it but do you have personal and add expense to change in those lines during the quarter?

This is Lance Parker. Personnel on the same store basis was down about $3.7 million quarter-over-quarter, advertising with down 1.8.

Great and then lastly in the UK environment is the plan -- should we expect anything big there or are you still trying to sort of access our market development plan?

We’re continuing to look at acquisitions there Matt. I would -- don’t think you can expect anything big because that whatever it is we would consider that would still be within the $300 million annualized revenue guidance we gave. So now we are continuing to look at deals there and we continue to intend to expand our presence there, but not in terms of any block buster acquisition at this moment.

Just to go back to expenses given the sharp decline that was a little bit unexpected in California and may be some of your other markets, does that change your game plan here in the second quarter? Are there any actions that you are taking in Q2 kind of given what you are seeing in Q1 that you can share with us on the expense side.

Generally, I would say no Matt. We are still executing the exact same plan we laid off November of 05 or whenever that was. Now there are some tactical things like our truck inventory getting out of balance and it needs to be handled in the second quarter, but all these things, the F&I, the used cars, the parts and service efforts, this is all still just executing what we intended to do for quite some time. So, I think we need to do more faster because of the pressure on revenues and gross profit but if there is in any big restirring in the shift required here.

That’s all I’ve got thanks very much.

Thanks. Operator: Your next question comes from Doug Carson with Bank of America. Please go ahead.

Hi guys can you hear me all right.

Great thanks. Just a quick question on the 18 million of bonds you bough back. In Q3 I think you also bought some of these eight and a quarter bonds, all -- 80 million left. Can you just maybe walk me through what some of the decision were that you made to why you are buying those bonds back and within the credit agreement does it give you more flexibility to increase your purchases if you chose to?

Yeah Douglas, this is John Rickel. I mean basically what we have taken a look at is the right balance on the balance sheet and what the opportunities are and the cost of capital involved. We saw some prices in the first quarter when their credit markets really started to get dislocated that we are very attractive on the bonds and made the decision to grab then when they became available. Really nothing more specific than that. The other fact that we look at is our more restricted covenant on restricted payments are tied up on those eight and a quarter bonds. So certainly being able to take some of those out of the attractive prices that gives us potentially more flexibility as we go forward on that aspect.

So on the credit agreement -- allows you to buy back more those bonds if you needed to or wanted to?

Yes there is no limitations on you know what we did buy in the market on the bonds.

Okay great thanks. That was it for me.

Doug, thank you.

Our next question comes from Jonathan Shteinman with Morgan Stanley. Please go ahead.

All right thanks. Good morning everyone.

Good morning Jonathon.

Just a few follow up here especially on the used side with your inventory. Can just comment on the 32 days -- I’m sorry 29 days of used -- on the truck side do you feel like -- I mean not all trucks are created equal here, so is it extremely tilted toward four, five pickup trucks and large SUVs and is there a big increase if we just looked at those two categories or is it more representative overall?

I don’t think with that granular leased it our level here Jonathon I’m being able to tell you by model what we have. Now we could go to our computers in a half or hour and dig it out, but by being a Texas, Oklahoma centered company a lot of our trucks are always going to be full size pickups and SUV and that’s what runs those markets, but being able to comment on two or three to four days on used vehicle out of a 29, 30 day supply, I don’t think we could give you any meaningful feel right now.

Okay yeah that would be interesting data to get if you are able to and I don’t know if you have a feel for this or if your GM’s talk about it, but it seems like your overall level is fairly inline but do you have a sense on some of the private cap guys you compete with on the U side, do you feel is that they are extremely over inventoried on those products because we only get sort of a deaf stuff trying to go to the auction channel.

Jonathan this is Randy I think we are all facing the same challenges. As you know we have very aggressive day supply policy and in time periods when we have to either retail a car or wholesale it, I don’t know that all private caps have those same policies but then they could be longer I don’t really know.

Okay, John, just a housekeeping item, I may have missed this, but did you comment on what the other income amount -- I mean not the amount, but what constituted that amount in the quarter?

Yeah, within the other income, probably the largest single one item within there Jonathan was a small gain on those repurchase of those bonds we talked about, about $350,000.

And the other $400,000 or so would be what?

Just nits and nats.

Okay and I guess the last question maybe strategically. Earl, is there anything on the SG&A side as you are going through a difficult environment now, that you’ve learnt from when we come out on the other side of this mess of some expenses that you think don’t need to sort of proportionately either on the advertising side or some other line items. Just anything that you have learnt by going through a tough period that you wouldn’t have to lay it back as you get into better times.

Yeah Jonathan, this is John Rickel, let me take a first stab at that and then you can throw something at me. I think some of the stuff we have done on advertising on about getting smarter, about where we were placing it, about moving it to you know electronic, to email, I don’t think that shifts back, I don’t that’s necessarily volume driven. Certainly the purchasing initiatives that we are putting into place that leverage should only get better as we go forward. So I think there is a number of the expense actions that we are taking that will hopefully stay with us now when things turn up and it’s actually you know potentially one of the big bright sizes when the volumes and the revenue comes back, the expenses doesn’t have to come back in at the same pace.

Okay, terrific thank you.

And Mr. Hesterberg, there are no further questions at this time, please continue.

Thanks to all of you for joining us today. We are looking forward to updating you on our progress on our second quarter earnings call in July. Thanks and have a nice day.