X0202 4 2005-10-24 0 0001051848 CSK AUTO CORP CAO 0001192119 RILEY JAMES B C/O CSK AUTO CORP 645 E. MISSOURI AVE, SUITE 450 PHOENIX AZ 85012 0 1 0 0 Senior Vice President - CFO Common Stock 2005-10-24 4 A 0 5000 15.025 A 5000 D Non-qualified stock options 15.025 2005-10-24 4 A 0 40000 0.00 A 2012-10-24 Common Stock 40000 40000 D Incentive Bonus Unit 20.00 2005-10-24 4 A 0 125000 0.00 A Common Stock 125000 125000 D Grant of Restricted Common Stock upon hire as new Senior Vice President and Chief Financial Officer of the Company. Consists of 5,000 shares of Restricted Common Stock, which, subject to certain conditions, shall vest at the rate of 1/3 on each of 10/24/2006, 10/24/2007 and 10/24/2008 respectively. Grant of stock options upon hire as new Senior Vice President and Chief Financial Officer of the Company. This option grant becomes vested and exercisable at the rate of one-third on 10/24/2006, one-third on 10/24/2007, and one-third on 10/24/2008. $0.00 is used for technical reasons as there is no price for this derivative security until vested and/or exercised. The reported incentive bonus units will become vested with respect to 25% of the total number of incentive bonus units granted on October 24 of each of the calendar years 2007, 2008, 2009 and 2010, and will entitle the reporting person to receive a distribution of cash equal in value to the amount by which the then value of the Company's common stock exceeds the base value of $20.00 (which is subject to adjustment in the event of a change in the Company's capitalization). In the event the formula decribed above results in no payment to the reporting person on a vesting date, then the incentive bonus units vesting on such date will be forfeited without consideration. Executed pursuant to the Limited Power of Attorney for Section 16 Reporting Obligations dated October 18, 2005. James B. Riley by /s/ James R. Todd Attorney In Fact 2005-10-25