Exhibit 31.2



                            CERTIFICATION PURSUANT TO
              RULE 13a-15(e) OF THE SECURITIES EXCHANGE ACT OF 1934
                             AS ADOPTED PURSUANT TO
                  SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002





I, J. Gordon Smith, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Asbury Automotive
   Group, Inc.;

2. Based on my knowledge, this quarterly report does not contain any untrue
   statement of a material fact or omit to state a material fact necessary to
   make the statements made, in light of circumstances under which such
   statements were made, not misleading with respect to the period covered by
   this quarterly report;

3. Based on my knowledge, the financial statements, and other financial
   information included in this quarterly report, fairly present in all
   material respects the financial condition, results of operations and cash
   flows of the registrant as of, and for, the periods presented in this
   quarterly report;

4. The registrant's other certifying officer and I are responsible for
   establishing and maintaining disclosure controls and procedures (as
   defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant
   and we have:

   (a) Designed such disclosure controls and procedures to ensure that material
       information relating to the registrant, including its consolidated
       subsidiaries, is made known to us by others within those entities,
       particularly during the period in which this quarterly report is being
       prepared;

   (b) Evaluated the effectiveness of the registrant's disclosure controls and
       presented in this report our conclusions about the effectiveness of the
       disclosure controls and procedures, as of the end of the period covered
       by this report based on such evaluation; and

   (c) Disclosed in this report any change in the registrant's internal control
       over financial reporting that occurred during the registrant's most
       recent fiscal quarter that has materially affected, or is reasonably
       likely to affect, the registrant's internal control over financial
       reporting;

5. The registrant's other certifying officer and I have disclosed, based on
   our most recent evaluation of internal control over financial reporting,
   to the registrant's auditors and the audit committee of the registrant's
   board of directors (or persons performing the equivalent function):

   (a) All significant deficiencies and material weaknesses in the design or
       operation of internal controls over financial reporting which and
       reasonably likely to adversely affect the registrant's ability to
       record, process, summarize and report financial information; and

   (b) Any fraud, whether or not material, that involves management or other
       employees who have a significant role in the registrant's internal
       control over financial reporting.






/s/ J. Gordon Smith
- ----------------------------------
J. Gordon Smith
Chief Financial Officer
November ___, 2003