8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 12, 2004

Group 1 Automotive, Inc.

(Exact name of Registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization) 1-13461
(Commission File Number) 76-0506313
(I.R.S. Employer
Identification No.)

950 Echo Lane, Suite 100
Houston, Texas 77024
(Address of principal executive offices) (Zip code)

(713) 647-5700
(Registrant’s telephone number including area code)

TABLE OF CONTENTS

	Item 5. Other Events
	Item 7. Financial Statements and Exhibits
SIGNATURES
INDEX TO EXHIBITS
Press Release dated August 12, 2004

Item 5. Other Events

     On August 12, 2004, Group 1 Automotive, Inc., a Delaware corporation, announced the appointment of two vice presidents. Peter C. DeLongchamps was appointed vice president, manufacturer relations effective July 1, 2004 and Jeffrey M. Cameron was appointed vice president, legal counsel effective August 2, 2004. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 7. Financial Statements and Exhibits

     (c) Exhibits

99.1 Press Release of Group 1 Automotive, Inc. dated as of August 12, 2004 announcing the appointment of Peter C. DeLongchamps and Jeffrey M. Cameron.

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Group 1 Automotive, Inc.
August 13, 2004	By:	/s/ Robert T. Ray
Date		Robert T. Ray
		Senior President, Chief Financial Officer and Treasurer

INDEX TO EXHIBITS

Exhibit
Number	Description
99.1	Press Release of Group 1 Automotive, Inc. dated as of August 12, 2004 announcing the appointment of Peter C. DeLongchamps and Jeffrey M. Cameron.

EX-99.1

Exhibit 99.1

NEWS RELEASE
950 Echo Lane, Suite 100 Houston, TX 77024

AT GROUP 1:	Chairman, President and CEO SVP, CFO and Treasurer Manager, Investor Relations	B.B. Hollingsworth, Jr. Robert T. Ray Kim Paper Canning	(713) 647-5700 (713) 647-5700 (713) 647-5700
AT Fleishman-Hillard:	Investors/Media	Russell A. Johnson	(713) 513-9515

FOR IMMEDIATE RELEASE
THURSDAY, AUG. 12, 2004

GROUP 1 AUTOMOTIVE APPOINTS TWO NEW VICE PRESIDENTS

HOUSTON, Aug. 12, 2004 — Group 1 Automotive, Inc. (NYSE: GPI), a Fortune 500 specialty retailer, today announced the appointments of Peter C. DeLongchamps and Jeffrey M. Cameron to new management positions.

DeLongchamps, 43, joined Group 1 on July 1 as vice president, manufacturer relations. He brings more than 24 years of automotive retailing experience, having served as district manager for General Motors Corporation and regional operations manager for BMW of North America. For the past six years, he was president of Advantage BMW in Houston, recently acquired by Group 1.

Cameron, 34, joined the company on Aug. 2 as vice president, legal counsel. He comes to Group 1 from Vinson & Elkins L.L.P., where he served as an associate for the past eight years. While at Vinson & Elkins, Cameron practiced corporate finance and securities law. His experience includes debt and equity offerings, mergers and acquisitions, and corporate governance and compliance for both public and private companies.

“I am pleased to have Pete and Jeff join our company,” said B.B. Hollingsworth Jr., Group 1’s chairman, president, and chief executive officer. “They will complement our existing management team and, given their background and experience, enhance our ability to manage our growing operations and achieve our goals.”

About Group 1 Automotive, Inc.
Group 1 currently owns 91 automotive dealerships comprised of 137 franchises, 31 brands and 31 collision service centers located in California, Colorado, Florida, Georgia, Louisiana, Massachusetts, New Jersey, New Mexico, Oklahoma and Texas. Through its dealerships and Internet sites, the company sells new and used cars and light trucks; arranges related financing, vehicle service and insurance contracts; provides maintenance and repair services; and sells replacement parts.

Group 1 Automotive can be reached on the Internet at www.group1auto.com.