SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                  ----------

                                    FORM T-1

                       Statement of Eligibility Under the
                 Trust Indenture Act of 1939 of a Corporation
                          Designated to Act as Trustee


                      U.S. BANK TRUST NATIONAL ASSOCIATION
               (Exact name of Trustee as specified in its charter)

      United States                                         41-0257700
(State of Incorporation)                                (I.R.S. Employer
                                                      Identification No.)

      U.S. Bank Trust Center
      180 East Fifth Street
      St. Paul, Minnesota                                    55101
(Address of Principal Executive Offices)                  (Zip Code)


                             SONIC AUTOMOTIVE, INC.
             (Exact name of Registrant as specified in its charter)


      Delaware                                              56-2010790
(State of Incorporation)                                (I.R.S. Employer
                                                      Identification No.)


      5401 East Independence Boulevard
      P.O. Box 18747
      Charlotte, North Carolina                                28212
(Address of Principal Executive Offices)                    (Zip Code)


                     11% SENIOR SUBORDINATED NOTES DUE 2008
                       (Title of the Indenture Securities)





                                     GENERAL

1.   General Information     Furnish  the  following  information  as  to  the
     Trustee.

     (a) Name and address of each examining or supervising authority to which it
         is subject.
            Comptroller of the Currency
            Washington, D.C.

     (b) Whether it is authorized to exercise corporate trust powers.
            Yes

2.   AFFILIATIONS WITH OBLIGOR AND UNDERWRITERS If the obligor or any
     underwriter for the obligor is an affiliate of the Trustee, describe each
     such affiliation.
            None

     See Note following Item 16.

     Items 3-15 are not applicable because to the best of the Trustee's
     knowledge the obligor is not in default under any Indenture for which the
     Trustee acts as Trustee.

16.  LIST OF EXHIBITS List below all exhibits filed as a part of this statement
     of eligibility and qualification.

     1. Copy of Articles of Association.*

     2. Copy of Certificate of Authority to Commence Business.*

     3. Authorization of the Trustee to exercise corporate trust powers
        (included in Exhibits 1 and 2; no separate instrument).*

     4. Copy of existing By-Laws.*

     5. Copy of each Indenture referred to in Item 4. N/A.

     6. The consents of the Trustee required by Section 321(b) of the act.

     7. Copy of the latest report of condition of the Trustee published pursuant
     to law or the  requirements  of its  supervising or examining  authority is
     incorporated by reference to Registration Number 333-53211.

     * Incorporated by reference to Registration Number 22-27000.





                                      NOTE

       The  answers to this  statement  insofar as such  answers  relate to what
persons have been  underwriters  for any securities of the obligors within three
years prior to the date of filing this statement,  or what persons are owners of
10% or more of the voting securities of the obligors,  or affiliates,  are based
upon information furnished to the Trustee by the obligors. While the Trustee has
no reason to doubt the accuracy of any such  information,  it cannot  accept any
responsibility therefor.


                                    SIGNATURE

       Pursuant to the  requirements  of the Trust  Indenture  Act of 1939,  the
Trustee,  U.S. Bank Trust National  Association,  an  Association  organized and
existing under the laws of the United States,  has duly caused this statement of
eligibility  and  qualification  to be signed on its behalf by the  undersigned,
thereunto duly authorized, and its seal to be hereunto affixed and attested, all
in the City of Saint  Paul and  State of  Minnesota  on the 10th day of  August,
1998.


                                      U.S. BANK TRUST NATIONAL ASSOCIATION


                                    /s/ RICHARD H. PROKOSCH
                                   --------------------------------
                                   Richard H. Prokosch
                                   Assistant Vice President




/s/ JOANN M. SCHALK
- -------------------
JoAnn M. Schalk
Assistant Secretary





                                    EXHIBIT 6

                                     CONSENT

       In accordance with Section 321(b) of the Trust Indenture Act of 1939, the
undersigned, U.S. BANK TRUST NATIONAL ASSOCITION hereby consents that reports of
examination  of the  undersigned  by  Federal,  State,  Territorial  or District
authorities may be furnished by such  authorities to the Securities and Exchange
Commission upon its request therefor.


Dated:  August 10, 1998


                              U.S. BANK TRUST NATIONAL ASSOCIATION

                               /s/ RICHARD H. PROKOSCH
                              ------------------------------
                              Richard H. Prokosch
                              Assitant Vice President