Management's Report

AutoZones management takes responsibility for
the integrity and objectivity of the financial statements in this annual
report. These financial statements were prepared from accounting records
which management believes fairly and accurately reflect the operations
and financial position of AutoZone.
The financial statements in this report were prepared in conformity
with accounting principles generally accepted in the United States.
In certain instances, management used its best estimates and judgments
based upon currently available information and managements view
of current conditions and circumstances.
Management maintains a system of internal controls designed to provide
reasonable assurance that assets are protected from improper use and
accounted for in accordance with its policies and that transactions
are recorded accurately in the Companys records. The concept of
reasonable assurance is based upon a recognition that the cost of the
controls should not exceed the benefit derived.
The financial statements of AutoZone have been audited by Ernst &
Young LLP, independent auditors. The accompanying report is based on
an audit conducted in accordance with auditing standards generally accepted
in the United States, including a review of internal accounting controls
and financial reporting matters.

Robert J. Hunt
Executive Vice President Finance
Chief Financial Officer, Customer Satisfaction