Good morning, my name is Chantal and I will be your conference operator today. At this time I would like to welcome everyone to 2009 O’Reilly Automotive first quarter earnings release conference call. (Operator Instructions) Mr. Tom McFall, you may begin your conference.

Thank you, Chantal. Good morning everyone and welcome to our conference call. Before I introduce Greg Henslee our CEO, I’d like to read a brief statement. The company claims the protection of the Safe Harbor for forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by forward-looking words such as expect, believe, anticipate, should, plan, intend, estimate, project, will or similar words. In addition, statements contained within this press release that are not historical facts are forward-looking statements. Such as statements discussing among other things expected growth, store development, integration and expansion strategies, business strategies, future revenues and future performance. These forward-looking statements are based on estimates, projections, beliefs and assumptions that are not guarantees of future events and results. Such statements are subject to risks, uncertainties and assumptions including, but not limited to competition, product demand, the market for auto parts, the economy in general, inflation, consumer debt levels, governmental approvals, our ability to hire and retain qualified employees, risks associated with the integration of acquired businesses, weather, terrorist activities, war and the threat of war. Actual results may materially differ from anticipated results described or implied in these forward-looking statements. Please refer to the risk factors section of the company’s Form 10-K for the year ended December 31, 2008 for more details. At this time, I’d like to introduce Greg Henslee.

Thanks Tom. Good morning everyone and welcome to our first quarter conference call. Participating on the call with me this morning is, of course, Tom McFall, our Chief Financial Officer, and Ted Wise, our Chief Operating Officer, David O’Reilly, our Executive Chairman is also present. I’d like to start off by thanking all, our team at O’Reilly for their hard work and dedication to our company’s success. Our team is fully focused on providing the best customer service in our business and I think the great levels to service we provide continue to be evident in our comparable stores sales growth. I also like to thank our store installation and conversion teams, who have done such a great job setting up and opening our new stores and converting the CSK stores. These conversion have been a very significant undertaking and I am extremely pleased with not only pace of the conversion, but the great job our teams have done turning each of these stores into an O’Reilly auto part store. Each of you are clearly exhibited our culture values and I think all the team member that joined O’Reilly is part of the CSK acquisition have been impressed with your work ethics and dedication to getting the job done right no matter how difficult the circumstance. Currently we are nearing the end of the first phase of our CSK integration process having merged the stores that overlap with an existing O’Reilly store and convert it most of the stores that can be serviced by O’Reilly distribution center including the stores with in the reach of our buildings Montana DC, the Upper Midwest stores, the Chicago Metro area, West Texas and we are currently finishing up this face is a conversion with the stores in New Mexico that can be serviced…

Thanks Greg and good morning everyone. To start of I would like to give a brief overview of our expansion in the core O’Reilly stores for the first quarter. We actually installed 58 new O’Reilly stores. However including the CSK O’Reilly store mergers which resulted in some store closure, we increased our net store count by 52 bringing us to total of 3,337 stores at the end of the quarter. 58 new stores were installed throughout 17 states with a top expansion area being in North Carolina with 13 stores. Texas with nine stores, Georgia with seven stores and Ohio with four stores. In addition to the new stores we relocated four stores to new prototype building and had extensive renovations in nine other stores. All in all and especially considering being that map we change over plan going on in the CSK convergence store, this was an exceptional first quarter for our new expansion. The upcoming quarter was to be a stronger one with approximately 54 new stores on the schedule. As previously stated our new store expansion will end up in the area of 150 new locations for 2009. Our expansion will continue to be strong in the Eastern states in the Ohio valley area supported by the new DC in Greensboro, North Carolina, which is scheduled to open in the middle of May. The new distribution centre will start out servicing around 60 O’Reilly stores with capacity to service up to 250 stores. The Murray Detroit distribution centre was successfully convert from the CSK system to the O’Reilly system last week and will continue to serve the 79 Detroit area stores. This DC has plenty of excess capacity and will play an important and necessary role in our continued store growth in Michigan and the Ohio area.…

Thanks Ted, now we will take a more in depth look at the numbers. Sales increased $518 million, 80% over the prior year to $1.2 billion for the quarter. The increase was attributable to a $55 million increase in the O’Reilly comp store sales, $37 million in non comp new store sales, $1 million increase in non-comp non store sales and $425 million in the acquired CSK stores. For the year, we maintained our total revenues guidance of $4.7 million to $4.8 million. Gross profit was 46.6% of sales for the quarter versus 46.2% in the fourth quarter of 2008 the improvement was driven primarily by bank synergies from our increased purchase volumes, offset in part by a full quarter of price corrections in the CSK stores to move the competitive pricing and the increased amount of commercial sales at the CSK stores. We continue to be comfortable that product merchandise acquisitions cost savings will be $50 million in 2009. For the year, we anticipate gross profit as a percentage of sales will be 46.8% to 47.3%. SG&A for the quarter was 36.9% of sales versus 39.0% in the fourth quarter of 2008. Excluding non-recurring charges from both quarters SG&A for the quarter was 36.7% of sales versus 37.9% in the fourth quarter of 2008. The increased leverage was a result of better comparable store sales, continued savings from elimination of duplicate SG&A functions, and fuel savings offset part by higher payroll associated with conversion and training at the converted stores. We continue to expect 2009 SG&A synergies to be $7.5 million to $12.5 million on top of the $7.5 million realized in 2008. Net interest expense for the quarter was $12 million versus $13 million in the fourth quarter, with $2.2 million of that number representing amortization and debt…

A couple of questions, may be on the numbers if I could. First just to clarify the O’Reilly branded comp of 8.2% is just for the leap year comparison, is it as simple as kind of 1/91 type of calculation. What would that have been without the day and if you can give me the same calculation for the CSK branded comp of 1.5, please.

Stephen, in general the numbers work like this. The extra day last year was a Sunday. So, for the core O’Reilly stores in the quarter it was not a full day’s impact since the wholesale side of the business doesn’t run on Sunday, for CSK it was a bigger impact because Sunday is a big retail day for them. Stephen Chick – FBR: Okay. So and what was impact again?

So, in general it’s a little less than 190 for the O’Reilly stores and a little more than 190 for the CSK stores. Stephen Chick – FBR: That’s helpful, and your comps are kind of about where you are trending so far in April of the current quarter. I actually didn’t get that, because your guidance obviously in somewhere in the last quarter is pretty conservative relative to the quarter that you just reported. Have April trends continue the trajectory or what are you seeing so far in that the quarter that we are in?

Steve what we would say is that the trend we were on and the first quarter is basically continued into the second quarter with the caviar beginning of the Easter last year it was in March and this year in April and that obviously has a negative effect to this plan in April. So, that obviously from a comparison standpoint has made the weak so far this quarter not much as good as why would have that not happened but done and I know that it could be viewed that 3% to 5% O’Reilly with 8.2% comp sounds slightly uneven comparison can see in conservative. But we continue to have the overhang of just the general economy and the unemployment being what it is and the potential for that increase, which you ultimately could have an effect on our customers even though they are trying hard to mange their expenses and that’s I can and maintain the cars and so forth. Hopefully, we do better than what we are projecting, but we feel very confident in projecting 3 to 5 for the core O’Reilly and 1 to 3 with the CSK stores that it not yet been converted. Stephen Chick – FBR: I think also, correct me if I’m wrong, but is the kind of later months of the quarter, are they a higher proportion of the quarter for sales. Is June the highest --?

Yes, the second quarter we ramped total volume from March to June, with June being the largest month.

Your next question comes from Kate Mcshane - Citi Investment Research

Can you just briefly talk about your view on some of the incentive programs that are being offered by the OEMs. Do you think that could slow some of the strength that you have been seeing in your business, and is that incorporated into your guidance or will this possible improvement completely be offset by dealership still going --?

Yes, our business is always been driven by vehicles that exist in the market place that are older vehicles and vehicles that are out of warranty and so forth. There is no question that car sales have always been something that, as new car scheme on the road they obviously didn’t take us any parts of the older cars. There is such a big vehicle population in the United States and there is so many people that I think they’re finding out that there is value in the cars that have a 100 to 150,000 miles on them and so forth. I don’t see a lot of the core customers that we deal with taking advantage of the incentives, because they just cash position they are in, as families with unemployment where it’s at and so forth. If something what happened to where new car sales where just to go crazy, and there is a material change in the vehicle population in the U.S., yes I can have some short term effect possibly, but that’s not happened in our history to that agree that affected our business materially.

Then can you just talk about the competitive environment now that you’ve converted more towards and converted more to the DCs. Have you seen your competition, weather it would be national competitors or regional competitors get more aggressive in these CSK regions?

Well, we boys had we believe is had great respect for all of our competitors. They’ve always been relatively aggressive and there is all our market that we exist and that we don’t have a good strong competitor. We’ve not seen a material change in the level of competition as the result of any of the efforts we’ve made to convert the stores, because I too like those stores have solid competition to begin with. I do think that the things that we are doing put us in a much better position to compete with companies that are very capable of competing with us. We’ve done that to our business lives and we’ll continue to do that and we’ve think that we have good strategies to go-to-market and we did a good job managing inventory and managing our pricing and we have great teams in the field that they drive our commercial business and provide great service to our retail customers and we’re going to do all we can to drive retail traffic into our stores, but I guess to answer your question directly, now we’ve not seen a material change in competitive activity as a result of the things that we have done.

Your next question comes from Scott Stember - Sidoti. Scott Stember - Sidoti & Company: Guys, to once aging talk about how many DCs you will eventually be putting in place our on the West Cost, just gives us a timeline on more time?

The plan is that we would open the Seattle distribution center at the end of this year, and that we will open a southern California distribution center the first of next year. Denver, late spring next year and then Salt Lake City shortly after Denver, maybe early spring, early summer and then the Dixon, California DC that it exist after now that is supplying many of the CSK stores out west. It would be converted in the late summer and then Phoenix, which is the other DCs that supplies the western CSK stores would be converted in early fall. Scott Stember – Sidoti & Company: And beyond that plans to had any additional DCs up on the west coast?

Not right now. That gives us good solid capacity and some growth potential for sometime to come. We still have a lot of work to do to evaluate our potential to expand out west, although we do see potential and we got capacity built in to our existing distribution plan to offer that, but we don’t have any plans to put any other distribution centers out there right now. Scott Stember – Sidoti & Company: Okay and on the west cost stores as far as the layering in some of the commercial buss, can you talk about how that is going. I know that you’ve talked about the initial 300 stores that some of them which heard you’ve done very well. Have you seen anything on the west cost?

Well, that is our growth in the CSK stores out west has been driven little more by the commercial business that the retail business thus far. I would expect that the disparity in the rate growth that continue for sometime, I think our promotional programs are solid and as we put ourselves in a position to have more access to more cars and good category management so forth as I’ve said in my prepared comments, I think that we’ll continue to grow our commercial business. Yes, we’ve done pretty well in the commercial business out there so far, and we have a long way to go and we are far from being the supplier that we’ll end up being after once we have all of our tools in place, but we have taken advantage of the deployments of inventory that we made in 120 stores that we put, broader inventory and those inventories are strategically located to service kind of a hub type system for stores surrounding them. So we have had some good fortune I guess in expanding our commercial programs out there. So just we’ve don’t put this in our public disclosures, but this has been asked before. Just as a percent of sales, our CSK had previously measured their commercial business as being about 18% of their sales and DIY 82%. Based on our measurement during the fourth quarter, it was more like 10 to 90 and currently it’s about 13 to 87.

The next question comes from Craig Kennison - Robert W. Baird.

Did you anticipate any supply disruptions related to the big three troubles in the automotive sector and what are your contingency plans?

Well, we certainly have watched that because there is no question that many of after market suppliers are also OE suppliers. Many of those suppliers are very strong suppliers that have a good mix of both after market and OE business, but yes we have evaluated that our merchandize team has evaluated that by supplier basis. Many of our products come from more than one supplier as it exists today, and in most cases we have backup for buyers for the suppliers that we have for core products, if it ever came to that we would be able to use back up suppliers. We currently do that, we’ve done that for years. If a supplier replaces their computer system which has happened over the past 8 or 10 years as companies has moved to more enterprise type systems, they sometimes would have glitches in shipping and so forth and we would augment one supplier’s capacity with another supplier to help ensure that we are able to provide parts for our customers. That same strategy, we’ve used in the past would apply now with a list of back up suppliers reach at the primary categories that we carry.

You still need to stock up on additional inventory ahead of any of that issue?

No, some of that products that we carry, we order more than once a week. If we felt like a supplier was headed towards some eminent problem, we would certainly do that. We’ve not been put in position to do that any more than we would with the seasonal anticipation of demand and so forth, it’s the amount of what we’ve done in the past.

Then finally, do you have any early projection on how you and your DIFM customers would benefit from franchise dealer consolidation?

Well, in the repair work that the franchise dealers are doing now in some of these new smaller markets, and there have been several closings as most of you know. There is a convenience factor related to repair work that’s out-of-warranty and some of the carry over that a warranty vehicle and is head to a dealership is cash out-of-warranty business, we believe will be distributed out into the after market simply from a convenient staffing Some one who lives in a small town, you know you maybe 30 or 40 miles from a metro area that was may be having their car work done in a dealership when it needed maintenance. I think that those customers, at least many of them will transition to an after market supplier and the net business would be supplied by us and the others that compete in the after market.

(Operator Instructions)Your next question comes from Anthony Cristello - BB&T Capital Market. Anthony Cristello - BB&T Capital Market: One question I had was, Greg when you talked about the lift in the converted stores of the comp being sort of the 4% to 5% range and if you go back to last quarter and you talked about those converted stores at the time, and may be that was the trend for that week or that period running in sort of mid-teens. Can you sort of compare or contrast what is it a timing difference, is it a situation where if you would have looked at the period as a whole at last quarters data point that total comp might have been two and now we’re at five? I’m just trying to understand in relationship what might be the difference and how I should be viewing that?

Okay. Well it is a point we reported, these stores we didn’t have remainder been converted for very long and as you know we are brining these stores up from a negative comparable stores sales performance. As I said many double digit negative comparable stores sales performance. So takes a while to get them to the point that they’re positive. At the point that we reported our fourth quarter earnings, we decided that rather than try to include the period in which the negative sales are pulling back to zero we would just look at our weekly performance for the difference at the stores. I think what I reported on was the stores that have been opened in October and then November and so forth and then talked about how they had performed there 13 week of operation or 14 week and 15 week. At that point those stores were on a strong trend, most of those stores were in the upper Midwest, sometimes in the near time you can have periods of real high demand during your ideal weather conditions and periods of low demand during worse weather conditions. Since then and I think your comment would probably pretty close to 1% or 2% range, something like that. We would have looked at all those stores at that time including those that just opened that we’re still running negative that might have been pretty close. We now have a larger conversion base and as I said what they generated for the 51 stores, if you compare 90 days and these would be the stores that have been compared at the end of the year, they generate 4.3% and then the 27 stores had been opened four weeks at the end of the year can generate 5.8%. That’s currently the run rate that we are on. Specially upper Midwest, I think as we get into spring, those stores will continue to ramp and then I brought up some points that we have to consider relative to the price deflation that we’ve done ourselves and knew that that would help some of that and in some new other things that I’m just have an affect on a short period of time you have a comparable stores sales.

When we look at the stores, on a month that they converted and we look at them in buckets like that. Yes, we’ve talked about the set out negative as we have training issues and sequentially, each month’s class of store conversions has done better month-after-month, so we keep adding stores to the converted buckets, but we haven’t seen what the ultimate comp years for the converted stores, because they continue to do better month-after-month, but we are not to the run rate yet. Anthony Cristello - BB&T Capital Market: Just as a follow-up, are the trends in the stores you have yet to convert as bad on a year-over-year basis as what you’ve converted today? I mean, where they running as negative, so the Midwest, a worse group or as the California Stores a worse group from a year-over-year comparison in terms of conversion, is that--?

Well, the types of conversion that we are completing right now, we are almost done with full store conversion. So from this point forward, excluding the stores that are supplied out of the Detroit they’ll just be, we’ll change the upfront, the display merchandize and the layout that there will be one product line at a time, basically but yes, some of the upper Midwest stores warrant their best performing stores, no doubt about it. The California store certainly perform better, some of their Southwest stores are currently not performing as well as we would like because of some of the order disruption and the grace things that are going on with the people on the mix on the revaluation of the pay and things like that. Generally I would say that the stores in the upper Midwest warrant their best performers and we converted this Chicago stores and we have yet to have enough time to really get a measurement of how those will do, but those were O’Reilly stores and we feel good about the amount of business that we will be able to capture over time in Chicago as we implement our commercial programs.

Your next question comes from Brian Sponheimer - Gabelli & Company. Brian Sponheimer – Gabelli & Company: I hope that we could go down a little bit more on these 8.2% comps for your O’Reilly branded stores. I apologize if I missed it, but could you quantify how much that Easter timing impact had in your comps and secondly, if I may, I’m curious if you have any idea how much of that comp was actual with deferral maintenance that took place during the third and fourth quarters?

Yes, the Easter being in the second quarter this year, it was definitely a contributor to the comp and it’s attraction of course and mitigating factor is that we were comparing 91 days last year to 90 days this year. We don’t really have quantification for what the effect of that would be. I’m mean just the number was so outstanding, I was trying to figure out what took place in the way of consumer spend or consumer behavior that went in your number.

I think what it is, it just started late last year, and we have consistently saw stronger comparable store sales. I think consumers have really having been through a period of couple of years of high gas prices differing every thing that they can, having been in this mode that many of them would trade cars every three to five years let say, realized that, one, lot of the domestic manufactures are not offering lease vehicles anymore so they maybe haven’t buy or keep a vehicle and then two that they maybe keeping whatever they are driving for a longer period of time, and they want to maintain a better to keep it on the road. I think that what a lot of consumers are realizing is that these cars have higher mileages are really high quality cars when they rebuilt, from a drive train and a body in an interior perspective and that they can be driven a higher mileages. So, what we’ve seen is very steady and relatively robust business since the end of last year, we not really had any dips in demand for any extended period of time, since the end of the last year. Its impossible for us to measure how much of this is catch up on differed is opposed to just business as usual, but I would say that the comments that we get from our commercial customers are that they appears to not to be as many customers that are differing major repairs that need to be done to fix the car rate and make road worthy.

Your next question comes from Jack Murphy - William Blair.

I just want a follow-up on an earlier question and ask a slightly different way. On those 15 or I guess 24 stores that were converted first. Could you talk about how those are now performing and weekly comp terms?

Well I don’t have that.

The comps are, as I’ve mentioned on our earlier question that comp continue to improve, so they are above where the averages is having started the year and have gain traction throughout the quarter, we don’t comment typically on weakly comps because they can be up and down, but this stores continue to perform better or so, you can think about the numbers we gave as the average for the quarters, so we’ve progress from there.

So, let me just to be clear in terms of the sort of 15% to 17% range that you talked about last time, its exceeding that in the most resent weeks?

We look at it obviously in different layers of stores, we didn’t come prepared to disclose the weekly comps of different segments of stores as they have been converted and the only reason we did that last quarter is because we had such a short period of time. Between the times the stores have been converted and the time we reported we decided that was probably the most inductive way to indicate the trend at those stores were on, and we just don’t have those numbers with us right now and aren’t prepared to disclose those.

Just another may be less specifically of asking it, what is your expectation is for sort of first year comps after conversion, how you’re thinking about that?

Well, that’s yet to be seen to large degree, our experience so far has been once we get past, pull the stores out of that negative comp range and get them comp positives, that they’ll t comp well. I would say that we would expect mid-single digits comps for sure and beyond that, but then again we are trying to be relatively conservative on what we set for expectations in these stores, because a lot of it is yet to be seen. We know that these stores have straight greatly from being core auto part supply stores and we are putting them back in that business, many of the categories that we have put them into, hard parts category that is really the basis of our business. Those categories in the conversion stores are comping double-digits today. We’ve sacrificed some of the business that they were previously doing and more ancillary items by intent, and we think the stores will do very well as we do these conversions, bit I think a reasonable maybe somewhat conservative approach to conversion stores would be that we would expect them to comp be in the healthy mid-single digits in the first year, or hopefully beyond that, but again I don’t want to get too far ahead of ourselves and what the expectations are without having some more experience under our belt.

Because of stores we’re at North, we are just not getting all the signs changed that on the exterior and the interior remodels are being finalized in the advertising starting to kick in on the O’Reilly Claire program and radio print. So we’re certainly optimistic that spring at in the northern states. So, we are optimistic that they are going do well.

Your next question comes from Matt Fassler - Goldman Sachs.

I guess there is a couple of quick follow-up questions, as you think about the competitive environment, is your sense that jobbers that you compete against or someone is in direct constraint at this point in time might that be contributing to your comps or would you just say that the market in general is doing quite well right now.

I think that if there is any pressure in the industry for a retailer perspective, the independent jobbers are the ones that are feeling close to that pressure. I think is some of the retailers come into the commercial side of the business that there is some looking prudent out there that the independent jobbers may have had in some of that business. I think that there is some price pressure put on those guys because of the three step distribution model that they have, they obviously can’t discount as much as some of other companies and that they feel more pressure than others, so I think I would agree with your comment and that the any kind of job or is that probably feeling more pressure than anyone else right now.

Then just a second question, I think you said on this already, but just try to get some clarity form my perspective I guess you discussed that the terms of the progress that you are making in CSK which seems to be terrific in general, sort of in two different frameworks, one was and we get access at the time of subsequent to conversion sometime in the first quarter call and then somewhat differently in this call. Is it safe to say essentially that you continued to make progress in other words that the stores that you converted in the first quarter are tracking better than the stores you converted over the course of the first quarter, or sort of forget about the double digit numbers that we saw, that we heard in the last call, think about the numbers that you gave us today as building blocks?

Both theses on a quarterly basis, but “yes”, your comment relative to the earliest conversion stores ramping better in higher comps in the stores that are most recently compared to that absolutely right and that’s exactly what we are seeing in all the stores that we convert.

Your final question comes from Alan Rifkin - Banc of America

For the non-converted CSK stores, where you simply change the product lines and Greg I think you said 20% of the product lines have been changed, how are comps for those products lines trending?

Well the hard parts category that we’ve converted they have trended that very well, and again its all over the Broad, as you know we have taken those stores as we did the converted stores we are incrementally taking them out of some of the products that CSK had focused on over the last few years of their existence and primarily being non-core automotive, import type item such as motor bikes and various pneumatic nailers and stuff like that, it really aren’t auto parts type of items. So really what we are doing is, we are trading those sales to get hard part sale and we feel like a more sustainable and that we can build on, so yes some of the hard parts categories that we’ve changed over headcount very well for the quarter and we’ve expect that business to continue to build which is our strategy and plan.

What is the methodology behind, which specific product lines are changed over given that it’s one at a time? What’s the basis for deciding what the next product line to be changed or will be?

We it is couple of things, and one is just the preparedness of the supplier to be ready to change those products over your, of course have to have the product to perform the change over. Ideally and really our focus is to try and get the stores in the best consumer position they can be and to compete with, reach our competitors and the wholesale competitors. So getting our private label price type brands, so we have a good, better, best offering and can compete with our retail competitors out there on entry level price was important. That took a little longer that we would have liked actually, but when we got that that completed for most part now. The reason it took some time is that those suppliers just want to position that they could immediately fill the orders for that many stores, but we now have that completed and now we’re laying the groundwork with some of our branded offerings to put us in a better position to compete on the commercial side having recently changed our chassis and steering category of our product line and our break of product line.

There are no further questions at this time. I would like to turn the call back over to Greg. Greg, please go ahead.

Well, thanks everyone for your time this mornings and we are excited about the business, excited about the way the conversions are going about the acquisition in general and we look forward to reporting our second quarter performance later on the summer. Thanks everyone.

Thank you everyone. This does conclude today’s conference call. You may now disconnect.