X0304 4 2012-02-15 0001144980 ASBURY AUTOMOTIVE GROUP INC ABG 0001226347 DURHAM MICHAEL J C/O ASBURY AUTOMOTIVE GROUP, INC. 2905 PREMIERE PKWY NW, SUITE 300 DULUTH GA 30097 1 0 0 0 Common stock, par value $.01 per share 2012-02-15 4 S 0 10000 25.90 D 43926 D Common stock, par value $.01 per share 2012-02-15 4 M 0 10000 14.06 A 53926 D Common stock, par value $.01 per share 2012-02-15 4 S 0 10000 25.80 D 43926 D Stock Option (right to buy) 14.06 2012-02-15 4 M 0 10000 0 D 2015-05-09 Common stock, par value $.01 per share 10000 0 D The reporting person was granted a stock option to purchase 15,000 shares of the Issuer's common stock on May 9, 2005, which stock option vested in three equal installments beginning on the first anniversary of the grant date. Repesents the weighted average share price of an aggregate total of 10,000 shares of the Issuer's common stock sold in the price range of $25.90 to $25.93 by the reporting person. The reporting person undertakes to provide upon request by the Commission staff, the Issuer or a security holder, full information regarding the number of shares sold at each separate price. Repesents the weighted average share price of an aggregate total of 10,000 shares of the Issuer's common stock sold in the price range of $25.50 and $26.19 by the reporting person. The reporting person undertakes to provide upon request by the Commission staff, the Issuer or a security holder, full information regarding the number of shares sold at each separate price. Darlene Quashie, Attorney-in-Fact 2012-02-17