X0202 4 2006-04-19 0 0000350698 AUTONATION INC /FL AN 0001126396 ESL INVESTMENTS INC 200 GREENWICH AVENUE GREENWICH CT 06830 0 0 1 0 0000923727 ESL PARTNERS LP ONE LAFAYETTE PLAC GREENWICH CT 06830 0 0 1 0 0001249801 ESL INSTITUTIONAL PARTNERS LP 200 GREENWICH AVE GREENWICH CT 06830 0 0 1 0 0001249806 ESL INVESTORS LLC 200 GREENWICH AVE GREENWICH CT 06830 0 0 1 0 0001289982 Tynan, LLC 200 GREENWICH AVE. GREENWICH CT 06830 0 0 1 0 0001289986 CBL Partners, L.P. 200 GREENWICH AVE. GREENWICH CT 06830 0 0 1 0 Common Stock, par value $0.01 per share 2006-04-19 4 S 0 13362883 23.00 D 37230401 I See footnotes Common Stock, par value $0.01 per share 2006-04-19 4 S 0 90411 23.00 D 251894 I See footnotes Common Stock, par value $0.01 per share 2006-04-19 4 S 0 4496756 23.00 D 12528441 I See footnotes Common Stock, par value $0.01 per share 2006-04-19 4 S 0 2329409 23.00 D 6489980 I See footnotes Common Stock, par value $0.01 per share 2006-04-19 4 S 0 25270 23.00 D 70403 I See footnotes Common Stock, par value $0.01 per share 2006-04-19 4 S 0 982 23.00 D 2735 I See Footnotes Common Stock, par value $0.01 per share 2006-04-19 4 S 0 48133 23.00 D 134102 D These shares of common stock, par value $0.01 per share ("Shares"), of AutoNation, Inc. (the "Issuer") were sold to the Issuer in a tender offer. These Shares are held by ESL Partners, L.P. ("Partners"). These Shares are held by ESL Institutional Partners, L.P. ("Institutional"). These Shares are held by ESL Investors, L.L.C. ("Investors"). These Shares are held by CBL Partners, L.P. ("CBL"). These Shares are held by ESL Investment Management, LLC ("ESLIM"). These Shares are held by Tynan, LLC ("Tynan"). These Shares are held by ESL Investments, Inc. ("Investments"). The 134,102 Shares reported are held directly by Investments. This number does not include the following additional Shares as to which Investments may be deemed to have a pecuniary interest: 37,230,401 Shares held by Partners, 251,894 Shares held by Institutional, 12,528,441 Shares held by Investors and 6,489,980 Shares held by CBL. This Form 4 is filed on behalf of a group consisting of Partners, Institutional, Investors, CBL, ESLIM, Tynan, Investments, RBS Partners, L.P. ("RBS"), RBS Investment Management, LLC ("RBSIM"), Edward S. Lampert and William C. Crowley. RBS is the general partner of Partners and the managing member of Investors. RBSIM is the general partner of Institutional. Investments is the general partner of RBS and CBL and the manager of RBSIM. Mr. Lampert is the Chairman, Chief Executive Officer and Director of Investments and the managing member of ESLIM. Mr. Crowley is the President and Chief Operating Officer of Investments and the sole member of Tynan. Because the Securities and Exchange Commission cannot accept more than ten reporting persons in a Form 4 filing, ESLIM, RBS, RBSIM, Mr. Lampert and Mr. Crowley are included as reporting persons on a separately filed Form 4 containing the same information as this filing. Pursuant to Rule 16a-1(a)(2)(ii)(B) under the Securities Exchange Act of 1934, as amended (the "Act"), each of the Reporting Persons may be deemed to be the beneficial owner of the securities reported herein only to the extent of his or its pecuniary interest therein. Pursuant to Rule 16a-1(a)(4) under the Act, this filing shall not be deemed an admission that the any of the Reporting Persons is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any securities reported herein in excess of such amount. Theodore W. Ullyot, EVP & General Counsel 2006-04-21