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):
                                February 11, 2004
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                          Asbury Automotive Group, Inc.
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             (Exact name of registrant as specified in its charter)

                                    Delaware
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                 (State or other jurisdiction of incorporation)


      5511                                                01-0609375
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(Commission File Number)                      (IRS Employer Identification No.)


 Three Landmark Square, Suite 500, Stamford, CT                   06901
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    (Address of principal executive offices)                    (Zip Code)

                                 (203) 356-4400
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              (Registrant's telephone number, including area code)

                                      None
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          (Former name or former address, if changed since last report)





Item 5. Other Events and Regulation FD Disclosure. The registrant issued a press release on February 11, 2004 announcing that it has changed the release date of its financial results for the fourth quarter and year ended December 31, 2003, which press release is attached hereto as Exhibit 99.1. Item 7. Financial Statements and Exhibits. (c) Exhibits Exhibit No. Description 99.1 Press Release dated February 11, 2004.

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 hereunto duly authorized. ASBURY AUTOMOTIVE GROUP, INC. Date: February 11, 2004 By: /s/ Kenneth B. Gilman ----------------------------------- Name: Kenneth B. Gilman Title: Chief Executive Officer

EXHIBIT INDEX Exhibit No. Description 99.1 Press Release dated February 11, 2004

                                                        Investors May Contact:
                                                                 Stacey Yonkus
                                                  Director, Investor Relations
                                                                (203) 356-4424
                                                        syonkus@asburyauto.com

                                                        Reporters May Contact:
                                                                   David Shein
                                                             RFBinder Partners
                                                                (212) 994-7514
                                                      david.shein@rfbinder.com


                    Asbury Automotive Changes Release Date of
                    Fourth Quarter and 2003 Financial Results


Stamford, Conn., February 11, 2004 - Asbury Automotive Group, Inc. (NYSE: ABG),
one of the largest automotive retail and service companies in the U.S., today
announced that it expects to release financial results for the fourth quarter
and full year ended December 31, 2003 on a date no later than its originally
scheduled release date of February 26, 2004. The anticipated release date had
previously been moved up to February 11, 2004.

This postponement is necessary to provide the Company with additional time to
complete its annual assessment of goodwill and other intangible assets related
to the Company's Portland platform as required by Statement of Financial
Accounting Standard No. 142. If this assessment determines that there is
impairment, it may result in a material non-cash charge to income from
continuing operations. Assuming no impairment associated with this assessment,
the Company remains comfortable with its previously announced guidance of
earnings per share from continuing operations of $1.55 before giving effect to
the previously announced charge of $0.05 per share related to the termination of
the agreement to acquire the Bob Baker Auto Group.


About Asbury Automotive Group

Asbury Automotive Group, Inc., headquartered in Stamford, Connecticut, is one of
the largest automobile retailers in the U.S., with 2002 revenues of $4.5
billion. Built through a combination of organic growth and a series of strategic
acquisitions, Asbury now operates through nine geographically concentrated,
individually branded "platforms." These platforms currently operate 99 retail
auto stores, encompassing 141 franchises for the sale and servicing of 35
different brands of American, European and Asian automobiles. Asbury believes
that its product mix contains a higher proportion of more desirable luxury and
mid-line import brands than most public automotive retailers. The Company offers
customers an extensive range of automotive products and services, including new
and used vehicle sales and related financing and insurance, vehicle maintenance
and repair services, replacement parts and service contracts.
Forward Looking Statements
This press release contains "forward-looking statements" as that term is defined
in the Private Securities Litigation Reform Act of 1995. The forward- looking
statements include statements relating to goals, plans, projections and guidance
regarding the Company's financial position, results of operations, market
position, product development, pending and potential future acquisitions and
business strategy. These statements are based on management's current
expectations and involve significant risks and uncertainties that may cause
results to differ materially from those set forth in the statements. These risks
and uncertainties include, among other things, market factors, the Company's
relationships with vehicle manufacturers and other suppliers, risks associated
with the Company's substantial indebtedness, risks related to pending and
potential future acquisitions, general economic conditions both nationally and
locally and governmental regulations and legislation. There can be no guarantees
that the Company's plans for future operations will be successfully implemented
or that they will prove to be commercially successful. These and other risk
factors are discussed in the Company's annual report on Form 10-K and in its
other filings with the Securities and Exchange Commission. We undertake no
obligation to publicly update any forward-looking statement, whether as a result
of new information, future events or otherwise.