ASBURY AUTOMOTIVE GROUP, INC. Common Stock (par value $0.01 per share) Underwriting AgreementUnderwriting Agreement • March 22nd, 2005 • Asbury Automotive Group Inc • Retail-auto dealers & gasoline stations • New York
Certain stockholders named in Schedule II hereto (the “Selling Stockholders”) of Asbury Automotive Group, Inc., a Delaware corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to the firms named in Schedule I hereto (the “Underwriters”) an aggregate of [●] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [●] additional shares (the “Optional Shares”) of Common Stock, par value $.01 per share (“Stock”) of the Company (the Firm Shares and the Optional Shares, if any, which the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”).
