Form 8-K Filing

UNITED STATES
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

June 12, 2013
(June 11, 2013)
Date of Report
(Date of earliest event reported)


AutoZone, Inc.
(Exact name of registrant as specified in its charter)


Nevada		  
1-10714		  
62-1482048
(State or other jurisdiction
of incorporation) 		  (Commission File Number)   (IRS Employer Identification No.)


 
123 South Front Street, Memphis, Tennessee		  
38103		  
  (Address of principal executive offices)   (Zip Code)  

(901) 495-6500
Registrant's telephone number, including area code


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
  [   ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  [   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  [   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  [   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 12, 2013, AutoZone, Inc. (the "Company") announced that Harry L. Goldsmith, Executive Vice President, General Counsel and Secretary, will be retiring in January 2014. The press release announcing Mr. Goldsmith's retirement is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 8.01. Other Events.

On June 12, 2013, the Company issued a press release announcing that its Board of Directors has authorized the repurchase of an additional $750 million of the Company's common stock in connection with its ongoing share repurchase program. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

The following exhibit is furnished with this Current Report pursuant to Items 5.02 and 8.01:

(d) Exhibits

99.1 Press Release dated June 12, 2013.

SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  AutoZone, Inc.
Dated: June 12, 2013 By:   /s/   HARRY L. GOLDSMITH
Harry L. Goldsmith
Executive Vice President, General
Counsel and Secretary


EXHIBIT INDEX

99.1 Press Release dated June 12, 2013