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EXHIBIT 99.3
NOTICE OF WITHDRAWAL
OF TENDER OF
9% SENIOR SUBORDINATED NOTES DUE 2012
OF
ASBURY AUTOMOTIVE GROUP, INC.
PURSUANT TO THE PROSPECTUS DATED , 2002
This Notice of Withdrawal, or one substantially equivalent to this form,
must be used to withdraw tenders of Original Notes (as defined below) pursuant
to the Company's (as defined below) offer (the "Exchange Offer") to exchange
$1,000 principal amount of new 9% notes due 2012 (the "New Notes") for each
$1,000 in principal amount of the Company's outstanding 9% notes due 2012 (the
"Original Notes") described in the prospectus dated June 14, 2000 (as the same
may be amended or supplemented from time to time, the "Prospectus") of Asbury
Automotive Group, Inc., a Delaware corporation, (the "Company"). Except as
otherwise provided in the Prospectus, holders of any shares of Original Notes
may withdraw their tenders of Original Notes at any time prior to 5:00 p.m., New
York City time, on , 2002 or such later date and time to which the Exchange
Offer may be extended (the "Expiration Date"). To withdraw a tender, a holder
must deliver this Notice of Withdrawal, or one substantially equivalent to this
form, by hand or by facsimile transmission or mail to the Bank of New York (the
"Exchange Agent") prior to the Expiration Date. See "The Exchange
Offer--Withdrawal of Tenders" in the Prospectus. Capitalized terms used but not
defined herein shall have the same meaning given them in the Prospectus.
THE EXCHANGE AGENT FOR THE EXCHANGE OFFER IS:
THE BANK OF NEW YORK
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BY REGISTERED OR CERTIFIED BY OVERNIGHT COURIER: BY HAND: BY FACSIMILE:
MAIL:
The Bank of New York The Bank of New York The Bank of New York The Bank of New York
Attn: Diane Amoroso Reorganization Reorganization Reorganization
15 Broad Street, 16th Floor Department Department Department
New York, New York 10007 Attn: Diane Amoroso Attn: Diane Amoroso Attn: Diane Amoroso
15 Broad Street, 16th Floor 15 Broad Street, 16th Floor (212) 235-2261
New York, New York 10007 New York, New York 10007
FOR INFORMATION, CALL: CONFIRM BY TELEPHONE:
(212) 235-2353 (212) 235-2353
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DELIVERY OF THIS NOTICE OF WITHDRAWAL TO AN ADDRESS OTHER THAN AS SET FORTH
ABOVE OR TRANSMISSION OF THIS NOTICE OF WITHDRAWAL VIA FACSIMILE TO A NUMBER
OTHER THAN AS SET FORTH ABOVE DOES NOT CONSTITUTE A VALID WITHDRAWAL. THE METHOD
OF DELIVERY OF ALL DOCUMENTS, INCLUDING CERTIFICATES, IS AT THE RISK OF THE
HOLDER. IF DELIVERY IS BY MAIL, REGISTERED MAIL WITH RETURN RECEIPT REQUESTED,
PROPERLY INSURED, IS RECOMMENDED. YOU SHOULD READ THE INSTRUCTIONS ACCOMPANYING
THE LETTER OF TRANSMITTAL CAREFULLY BEFORE YOU COMPLETE THIS NOTICE OF
WITHDRAWAL.
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Ladies and Gentlemen:
The undersigned hereby withdraws, upon the terms and subject to the
conditions set forth in the Prospectus and the related letter of transmittal,
the aggregate liquidation preference of Original Notes indicated below pursuant
to the procedures for withdrawal set forth in the Prospectus under the caption
"The Exchange Offer--Withdrawal of Tenders."
The undersigned understands that no withdrawal of a tender of Original Notes
may be made on or after the Expiration Date. The undersigned understands that
for a withdrawal of a tender of Original Notes to be effective, a written notice
of withdrawal that complies with the requirements of the Exchange Offer must be
timely received by the Exchange Agent at one of its addresses specified on the
cover of this Notice of Withdrawal prior to the Expiration Date.
Name of Person who Deposited
the Original Notes to be Withdrawn: ____________________________________________
(Please Print or Type)
Name in which the Original Notes to be Withdrawn
are to be Registered, if Different from Depositor: _____________________________
(Please Print or Type)
Signature(s): __________________________________________________________________
Address(es): ___________________________________________________________________
Area Code(s) and Telephone Number(s): __________________________________________
If Original Notes were delivered by book-entry
transfer at DTC, insert Depository Account Number: _____________________________
Date: __________________________________________________________________________
Total Liquidation Preference of
the Original Notes to be Withdrawn: ____________________________________________
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Certificate Number(s)* Principal Amount of Original
Notes to be Withdrawn
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* Need not be completed if the Original Notes being withdrawn are in
book-entry form.
This Notice of Withdrawal must be signed by the depositor(s) of Original
Notes in the same manner as the original signature on the letter of transmittal
by which such Original Notes were tendered, with any required signature
guarantees, or be accompanied by documents of transfer sufficient to have the
trustee register the transfer of such Original Notes into the name of the person
withdrawing the tender. If signature is by a trustee, executor, administrator,
guardian, attorney-in-fact, officer or other person acting in a fiduciary or
representative capacity, such person must provide the following information.
Name(s): _______________________________________________________________________
Signature(s): __________________________________________________________________
Address(es): ___________________________________________________________________