0001193125-03-072881 Sample Contracts

AutoZone, Inc. Common Stock (par value $0.01 per share) Underwriting Agreement
Common Stock • November 5th, 2003 • Autozone Inc • Retail-auto & home supply stores • New York

Certain stockholders of AutoZone, Inc., a Nevada corporation (the “Company”), named in Schedule 1 hereto (the “Selling Stockholders”) propose to sell to the Citigroup Global Markets Inc. (the “Underwriter”) an aggregate of 5,600,000 shares (the “Shares”) of the Company’s Common Stock, par value $0.01 per share (the “Common Stock”). This is to confirm the agreement concerning the purchase of the Shares from the Selling Stockholders by the Underwriter.

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