Couche-Tard continues to play its game well during the first quarter of fiscal 2009



    
    TSX:  ATD.A, ATD.B

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    - Revenues increase by 20.9%, reaching $4.3 billion for the first quarter
    - Net earnings of $47.2 million or $0.24 per share on a diluted basis,
      impacted by a non-recurring income tax expense of $8.3 million
      ($0.04 per share on a diluted basis) which should be recovered before
      end of year
    - Improvement of motor fuel margins compared with the preceding quarter,
      but lower than margins recorded during the first quarter of fiscal 2008
    - Integration of 286 new company-operated stores during the quarter
    - Implementation of a new share repurchase program
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    LAVAL, QC, Sept. 2 /CNW Telbec/ - Despite the economic slowdown
experienced in the United States and to unfavourable weather in Canada,
Alimentation Couche-Tard Inc. continues to grow. During the first quarter, the
Company recorded revenues of $4.3 billion, up by $745.5 million or 20.9%.
    Net earnings for the 12-week period ended July 20, 2008, was
$47.2 million, or $0.24 per share on a diluted basis, down $21.9 million
compared with the $69.1 million, or $0.33 per share on a diluted basis
recorded last year. During the first quarter, net earnings were impacted by a
non-recurring income tax expense of $8.3 million, related to a corporate
reorganization. The impact of this non-recurring income tax expense on the
Company's annual income tax rate should unwind before the end of fiscal 2009
by the realization of related tax benefits.
    "We definitely continue to be affected by the consequences of the
difficult economic conditions in the U.S.," said Alain Bouchard, Chairman,
President and CEO. "Once again, numerous obstacles stood before us, the most
important being the economic slowdown and the sharp increase of motor fuel
retail prices. These two realities have one thing in common: they negatively
affect our volumes as well as our margins since, in this context, consumers
are more careful with their spending. Lately, a statistic was brought to my
attention, which illustrates this point: according to the U.S. Federal Highway
Administration, during June 2008, Americans drove 4.7% less compared with the
same period last year. That being said, we believe that because of our strong
network and excellent teams as well as our good financial position, we have
been able to play our game well and I am confident that we will continue to do
so during the next periods," he concluded.

    
    Highlights of the First Quarter of Fiscal 2009

    Growth of the Store Network

                                          12-week period ended July 20, 2008
                                          -----------------------------------
                                             Company-
                                            operated  Affiliated
                                              stores      stores       Total
                                          -----------------------------------

    Number of stores, beginning of period      4,068       1,051       5,119
      Acquisitions                                85           -          85
      Openings / constructions / additions       201(1)       19         220
      Closures / withdrawals                     (15)        (14)        (29)
    -------------------------------------------------------------------------
    Number of stores, end of period            4,339       1,056       5,395
    -------------------------------------------------------------------------
    (1) Includes stores added to the network through the partnership
        agreement with Irving Oil.

    IMPACT Program

    During the quarter, Couche-tard also implemented its IMPACT program in
44 company-operated stores. As a result, 58.4% of its company-operated stores
have now been converted to its IMPACT program, which gives it considerable
opportunity for future internal growth.

    Partnership

    During fiscal 2008, the Company announced the expansion of its existing
partnership with Irving Oil Limited (Irving Oil) related to 252 convenience
retail sites across Atlantic Canada and New England.
    On July 16, 2008, this agreement took effect through the integration with
Couche-Tard's network of 196 new convenience stores, 124 of which operate in
the U.S. and 72 in Canada. The Company expects that the remaining stores
included in the initial agreement will be integrated with its network before
the end of fiscal year 2009. Pursuant to the agreement, Couche-Tard and Irving
Oil will share net operating income.

    Business acquisitions

    During the first quarter of fiscal 2009, the Company made the following
business acquisitions:

    - effective July 8, 2008: acquisition of 70 company-operated stores from
      Spirit Energy LLC. The acquired stores operate under the Convenient
      Food Mart banner in the St. Louis Missouri area and nearby central
      Illinois area, United States;
    - effective April 29, 2008: acquisition of 15 company-operated stores
      from Speedway Superamerica LLC. The acquired stores operate under the
      Speedway banner in central Illinois area, United States.
    

    Dividends

    On September 2, 2008, the Board of Directors of Couche-Tard declared a
quarterly dividend of Cdn$0.035 per share for the first quarter of fiscal 2009
to shareholders on record as at September 11, 2008, and approved its payment
for September 19, 2008. This is an eligible dividend within the meaning of the
Income Tax Act.

    Share repurchase program

    Effective August 8, 2008, Couche-Tard implemented a new share repurchase
program which allows to repurchase up to 2,693,860 Class A multiple voting
shares (representing 5.0% of the 53,877,212 Class A multiple voting shares
issued and outstanding as at July 29, 2008) and 14,031,210 Class B subordinate
voting shares (representing 10.0% of the 140,312,108 Class B subordinate
voting shares of the public float as at July 29, 2008). By making such
repurchases, the number of issued Class A multiple voting shares and of
Class B subordinate voting shares will be reduced and the proportionate
interest of all remaining shareholders in the share capital of the Company
will be increased on a pro rata basis. All shares repurchased under the share
repurchase program will be cancelled. Security holders may obtain a copy of
the notice filed with the Toronto Stock Exchange,without charge, by contacting
the Corporate Secretary of Couche-Tard at 1600, St-Martin Blvd. East, Tower B,
2nd Floor, Laval, Québec, H7G 4S7.
    Under its previous share repurchase program which has expired on
August 7, 2008, the Company repurchased a total of 2,125,400 Class A multiple
voting shares and a total of 5,949,706 Class B subordinate voting shares.

    Subsequent event

    On August 22, 2008, the Company and Dunkin Brands have come to an
agreement to terminate their relationship as master franchise for the Province
of Québec with respect to the Dunkin Donuts brand entered into on August 28,
2003. Pursuant to the agreement between the parties, the termination process
will occur during the next 12-18 months and will not result in any material
impact on the financial results of the Company. The Company will remain
franchisee and will operate its actual Dunkin Donuts corporate network of
22 sites. After evaluating its strategic development, the Company has decided
to focus its food service offer through its proprietary brands and its
existing QSR network.

    Exchange Rate Data

    The Company reports in US dollars given the predominance of its
operations in the United States and its US dollars denominated debt.
    The following table presents relevant exchange rates information based
upon the Bank of Canada closing rates expressed as US dollars per Cdn$1.00:

    
                                                       12-week periods ended
                                                       ----------------------
                                                           July 20,  July 22,
                                                              2008      2007
                                                       ----------------------
    Average for period(1)                                   0.9910    0.9313
    Period end                                              0.9943    0.9537
    -------------------------------------------------------------------------
    (1) Calculated by taking the average of the closing exchange rates of
        each day in the applicable period.


    Selected Consolidated Financial Information

    The following table highlights certain information regarding
    Couche-Tard's operations for the 12-week periods ended July 20, 2008,
    and July 22, 2007:
                                          -----------------------------------
    (In millions of US dollars,
     unless otherwise stated)                     12-week periods ended
                                          -----------------------------------
                                             July 20,    July 22,  Variation
                                                2008        2007           %
                                          -----------------------------------
    Statement of Operations Data:
    Merchandise and service revenues(1):
      United States                            857.8       838.5         2.3
      Canada                                   444.2       424.1         4.7
                                          -----------------------------------
      Total merchandise and service
       revenues                              1,302.0     1,262.6         3.1
                                          -----------------------------------
    Motor fuel revenues:
      United States                          2,622.5     2,022.3        29.7
      Canada                                   394.5       288.6        36.7
                                          -----------------------------------
      Total motor fuel revenues              3,017.0     2,310.9        30.6
                                          -----------------------------------
    Total revenues                           4,319.0     3,573.5        20.9
                                          -----------------------------------
                                          -----------------------------------
    Merchandise and service gross
     profit(1):
      United States                            277.9       273.8         1.5
      Canada                                   157.5       147.5         6.8
                                          -----------------------------------
      Total merchandise and service gross
       profit                                  435.4       421.3         3.3
                                          -----------------------------------
    Motor fuel gross profit:
      United States                            101.0       109.5        (7.8)
      Canada                                    21.7        18.2        19.2
                                          -----------------------------------
      Total motor fuel gross profit            122.7       127.7        (3.9)
                                          -----------------------------------
    Total gross profit                         558.1       549.0         1.7
    Operating, selling, administrative
     and general expenses                      423.1       393.9         7.4
    Depreciation and amortization of
     property and equipment and other
     assets                                     42.9        37.7        13.8
                                          -----------------------------------
    Operating income                            92.1       117.4       (21.6)
                                          -----------------------------------
    Net earnings                                47.2        69.1       (31.7)
                                          -----------------------------------
                                          -----------------------------------
    Other Operating Data:
    Merchandise and service gross
     margin(1):
      Consolidated                              33.4%       33.4%          -
      United States                             32.4%       32.7%       (0.3)
      Canada                                    35.5%       34.8%        0.7
    Growth (decrease) of same-store
     merchandise revenues(2)(3):
      United States                              0.0%        3.5%
      Canada                                    (0.7%)       5.4%
    Motor fuel gross margin(3):
      United States (cents par gallon):        15.55       16.73        (7.1)
      Canada (Cdn cents per litre)              5.53        5.00        10.6
    Volume of motor fuel sold(4):
      United States (millions of gallons)      675.6       685.2        (1.4)
      Canada (millions of litres)              395.9       390.6         1.4
    Growth (decrease) of same-store motor
     fuel volume(3):
      United States                             (4.5%)      (1.8%)
      Canada                                     2.8%        7.6%
                                          -----------------------------------
    Per Share Data:
      Basic net earnings per share
       (dollars per action)                     0.24        0.34       (29.4)
      Diluted net earnings per share
       (dollars per action)                     0.24        0.33       (27.3)

                                          -----------------------------------
                                             July 20,   April 27,  Variation
                                                2008        2008           $
                                          -----------------------------------
    Balance Sheet Data:
      Total assets                           3,493.1     3,320.6       172.5
      Interest-bearing debt                    871.1       842.2        28.9
      Shareholders' equity                   1,297.1     1,253.7        43.4
    Ratios:
      Net interest-bearing debt/total
       capitalization(5)                      0.34:1      0.33:1
      Net interest-bearing debt/EBITDA(6)     1.44:1(7)   1.29:1
    -------------------------------------------------------------------------
    1. Includes other revenues derived from franchise fees, royalties and
       rebates on some purchases by franchisees and licensees.
    2. Does not include services and other revenues (as described in
       footnote 1 above). Growth in Canada is calculated based on Canadian
       dollars.
    3. For company-operated stores only.
    4. Includes volume of franchisees and dealers.
    5. This ratio is presented for information purposes only and represents a
       measure of financial condition used especially in financial circles.
       It represents the following calculation: long-term interest-bearing
       debt, net of cash and cash equivalents and temporary investments,
       divided by the addition of shareholders' equity and long-term debt,
       net of cash and cash equivalents and temporary investments. It does
       not have a standardized meaning prescribed by Canadian GAAP and
       therefore may not be comparable to similar measures presented by other
       public companies.
    6. This ratio is presented for information purposes only and represents a
       measure of financial condition used especially in financial circles.
       It represents the following calculation: long-term interest-bearing
       debt, net of cash and cash equivalents and temporary investments,
       divided by EBITDA (Earnings Before Interest, Tax, Depreciation and
       Amortization). It does not have a standardized meaning prescribed by
       Canadian GAAP and therefore may not be comparable to similar measures
       presented by other public companies.
    7. This ratio was standardized over a period of one year. It includes the
       results of the first quarter of the year ending April 26, 2009 as well
       as the second, third and fourth quarters of the year ended April 27,
       2008.
    

    Operating Results

    Revenues amounted to $4.3 billion in the first quarter of 2009, up
$745.5 million, for an increase of 20.9%, of which $674.9 million is related
to the increase in motor fuel retail prices, $86.8 million is attributable to
the major acquisitions and $49.5 million was generated by the 6.4%
appreciation of the Canadian dollar against its U.S. counterpart. These
positive factors were partially offset by the decrease in volume of motor fuel
sold. The proportion of Couche-Tard's business in the United States was 80.6%
compared with 80.1% last year.
    More specifically, the growth of merchandise and service revenues for the
first quarter was $39.4 million or 3.1%, of which $16.5 million was generated
by the major acquisitions and $26.2 million was generated by the appreciation
of the Canadian dollar against its U.S. counterpart. Regarding internal
growth, as measured by the growth in same-store merchandise revenues, it
remained stable in the United States and decreased by 0.7% in Canada. The
absence of internal growth in the U.S. illustrates the economic slowdown in
some regions, especially in the southern part of the country. The situation
was magnified by a significant rise of 31.2% in the average retail price at
the pump, leaving that much less margin on consumers' personal disposable
income for in-store purchases. In the same manner, a tightened application of
immigration laws in Arizona noticeably affected sales within the business unit
whose stores had a strong concentration of Hispanic consumers. Lastly, in an
effort to maintain and even improve its position, despite the negative effect
of the unfavourable economic conditions, Couche-Tard continued to implement
one of its key success factors: its IMPACT program. As for the Canadian
market, its Western Canada business unit contributed positively to the growth
by applying a strategy with regards to tobacco products, which differentiates
it from competitors and allows it to be identified as the place to go to
purchase tobacco products. In its Eastern and Central Canada business units,
the decrease in internal growth was due to unfavourable weather conditions and
the negative effect of smuggling on tobacco products.
    Motor fuel revenues increased $706.1 million or 30.6% in the first
quarter, of which 95.6% stems from a higher average retail price at the pump
in its U.S. and Canadian company-operated stores, as shown in the following
table, beginning with the second quarter of the year ended April 27, 2008:

    
                                                                    Weighted
    Quarter                      2nd       3rd       4th       1st   average
    -------------------------------------------------------------------------
    52-week period ended
     July 20, 2008
      United States
       (US dollars per gallon)  2.73      2.96      3.22      3.91      3.18
      Canada
       (Cdn cents per litre)   92.35     95.92    103.69    122.66    103.25
    52-week period ended
     July 22, 2007
      United States
       (US dollars per gallon)  2.61      2.26      2.52      2.98     2.60
      Canada
      (Cdn cents per litre)    89.87     80.27     90.11     98.49    89.22
    -------------------------------------------------------------------------

    The major acquisitions contributed 17.9 million additional gallons in the
first quarter, or $70.3 million in revenues. The appreciation of the Canadian
dollar against its U.S. counterpart was also responsible for $23.3 million of
the increase. Same-store motor fuel volume fell 4.5% in the United States and
rose 2.8% in Canada. In the United States, the negative performance is mainly
due to poor economic conditions in the southern part of the country and to the
overall decline in consumer demand resulting from the sharp increase in retail
prices at the pump. Lately, a press release published by the U.S. Federal
Highway Administration (FHA) reported that Americans drove 4.7% less in June
2008 compared with the same period last year. This represents the most
important decline ever recorded. During this month, crude oil prices increased
from approximately $126 to $143 per barrel. In Canada, the growth is
considered to be excellent taking into account the 24.5% increase in motor
fuel retail prices and the unfavourable weather conditions experienced during
the quarter. The growth is therefore mainly due to a more focused pricing
strategy in Ontario, combined with the popularity of the CAA program in
Quebec. In addition, in Canada, these positive factors were partially offset
by the slowdown in Alberta's economic growth.
    Merchandise and service gross margin was 33.4% in the first quarter of
2009, identical to the corresponding period of 2008. In the United States, the
gross margin was 32.4%, a slight decrease from 32.7% the previous year.
Recently, the cost of certain products increased following the overall
increase in the cost of certain commodities on the worldwide market. However,
considering certain competitive aspects and the diminished buying power of its
clients, Couche-Tard has not always been able to instantaneously and
completely transfer the full price increase to the consumer. As a result, the
gross margin of certain products was impacted. Major acquisitions that have a
lower gross margin than the existing network also had a negative impact on the
overall gross margin in the U.S., but it should improve following the
implementation of its integration strategies. Finally, certain of its U.S.
markets experienced cigarettes cost increases which were not transferred
instantaneously and completely, given the factors stated previously. In
Canada, the margin increased by 0.7% to 35.5%, resulting mainly from
adjustments to obligations towards its dealers in the Western Canada division.
Excluding this non-recurring benefit, the gross margin was 35.0%, an increase
of 0.2% compared with the corresponding period of fiscal 2008.
    The motor fuel gross margin for the company-operated stores in the United
States decreased 1.18cents per gallon, from 16.73cents per gallon last year to
15.55cents per gallon this year. In Canada, the margin rose, reaching
Cdn5.53cents per litre compared with Cdn5.00cents per litre in fiscal 2008.
    The motor fuel gross margin of its company-operated stores in the United
States as well as the impact of expenses related to electronic payment modes
for the last eight quarters, beginning with the second quarter of the year
ended April 27, 2008 were as follows:

    (US cents per gallon)

                                                                    Weighted
    Quarter                      2nd       3rd       4th       1st   average
    -------------------------------------------------------------------------
    52-week period ended
     July 20, 2008
      Before deduction of
       expenses related to
       electronic payment
       modes                   13.04     14.38     10.02     15.55     13.31
      Expenses related to
       electronic payment
       modes                    3.82      3.98      4.02      5.07      4.20
    -------------------------------------------------------------------------
      After deduction of
       expenses related to
       electronic payment
       modes                    9.22     10.40      6.00     10.48      9.11
    -------------------------------------------------------------------------
    52-week period ended
     July 22, 2007
      Before deduction of
       expenses related to
       electronic payment
       modes                   20.73     13.19     13.12     16.73     15.61
      Expenses related to
       electronic payment
       modes                    3.77      3.12      3.59      4.15      3.62
    -------------------------------------------------------------------------
      After deduction of
       expenses related to
       electronic payment
       modes                   16.96     10.07      9.53     12.58     11.99
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    As we can observe in the table above, for the first quarter of fiscal
2009, motor fuel gross margin, net of expenses related to electronic payment
modes is down by 2.10cents per gallon compared with the same period last year,
which represents a negative impact of approximately $14.2 million before
income taxes.
    Operating, selling, administrative and general expenses rose 7.4% compared
with last year. The increase in expenses related to electronic payment modes
accounts for 1.8% and the increase in the average store count (excluding
Irving Oil sites) accounts for 1.3%. The remaining difference, which is 4.3%,
is attributable, in great part, to the normal increase of the Company's
operating expenses mainly caused by inflation.
    Earnings before interests, taxes, depreciation and amortization
(EBITDA) (1) was $135.0 million, down 13.0% compared with last year. Major
acquisitions contributed to EBITDA for an amount of $2.5 million.

    ---------------------------------
    (1) Earnings before interests, taxes, depreciation and amortization is
        not a performance measure defined by Canadian GAAP, but management,
        investors and analysts use this measure to evaluate the Company's
        operating and financial performance. Note that the Company's
        definition of this measure may differ from the ones used by other
        companies.
    

    The increase in depreciation and amortization of property and equipment
and other assets stems primarily from investments made in 2008 and in the
first quarter of 2009 through acquisitions and the ongoing implementation of
the IMPACT program in its network, partially offset by sale and leaseback
transactions completed during fiscal 2008.
    Financial expenses decreased by $5.2 million compared with last year. The
decrease is primarily due to the combined decrease in its average borrowings
and interest rates.
    Income tax rate for the first quarter of 2009 is 42.6%, up from the 32.5%
posted last year. In the first quarter of fiscal 2009, Couche-Tard elaborated
a corporate reorganization which took effect on July 31, 2008. Accordingly, a
$8.3 million income tax expense has been recognized during the first quarter
while the benefits should be recorded during the subsequent periods of the
current fiscal year and unwind the effect of the first quarter.  The
reoganization should also have a positive effect on the upcoming fiscal years
income tax rate. Excluding this non-recurring item, the income tax rate of the
first quarter of fiscal 2009 is 32.6%.
    Net earnings was $47.2 million, which equals $0.24 per share (same on a
diluted basis), compared with $69.1 million last year, a decrease of
$21.9 million or 31.7%.

    Liquidity and Capital resources

    The sources of liquidity remain unchanged compared with the fiscal year
ended April 27, 2008, with the exception of its new term revolving unsecured
operating credit of a maximum amount of $310.0 million described above.
    With respect to its capital expenditures and the acquisitions carried out
in the first quarter, they were financed using available cash flow. The
Company expects that its cash available from operations together with
borrowings available under its revolving unsecured credit facilities, as well
as potential sale and leaseback transactions, will meet its liquidity needs in
the foreseeable future.
    Its credit facilities have not changed with respect to their terms of use
since April 27, 2008. As at July 20, 2008, $529.9 million of the Company's
term revolving unsecured operating credits had been used ($515.0 million for
the US dollars portion and $14.9 million for the Canadian dollars portion) and
the weighted average effective interest rate was 3.10% for the US dollar
portion and 3.75% for the Canadian dollars portion. The Company also has a
$330.7 million subordinated unsecured debt (nominal value amounting to
$350.0 million, net of attributable financing costs of $11.1 million, adjusted
for the fair value of the interest rate swaps designated as a fair value hedge
of the debt) bearing interest at an effective rate of 8.23% (6.98% taking into
account the effect of the interest rate swaps described above) and maturing in
2013. In addition, standby letters of credit in the amount of Cdn$0.8 million
and $17.9 million were outstanding as at July 20, 2008.

    
    Selected Consolidated Cash Flow Information

    (In millions of US dollars)                   12-week periods ended
                                          -----------------------------------
                                             July 20,    July 22,  Variation
                                                2008        2007           %
                                          -----------------------------------
    Operating activities
      Cash flows(1)                             95.8       106.3       (10.5)
      Other                                    (37.6)      (18.5)      (19.1)
                                          -----------------------------------
    Net cash provided by operating
     activities                                 58.2        87.8       (29.6)
                                          -----------------------------------
    Investing activities
      Business acquisitions                    (65.1)      (53.8)      (11.3)
      Purchase of property and equipment,
       net of proceeds from the disposal
       of property and equipment               (32.6)      (34.7)        2.1
      Proceeds from sale and leaseback
       transactions                                -        10.7       (10.7)
      Other                                     (2.9)       (1.0)       (1.9)
                                          -----------------------------------
    Net cash used in investing activities     (100.6)      (78.8)      (21.8)
                                          -----------------------------------
    Financing activities
      Net increase in long-term debt            29.1        11.7        17.4
      Issuance of shares                           -         4.1        (4.1)
                                          -----------------------------------
    Net cash provided by financing activities   29.1        15.8        13.3
                                          -----------------------------------
                                          -----------------------------------
    Company credit rating
      Standard and Poor's                         BB          BB
      Moody's                                    Ba1         Ba1
    -------------------------------------------------------------------------
    (1) These cash flows are presented for information purposes only and
        represent a performance measure used especially in financial circles.
        They represent cash flows from net earnings, plus depreciation and
        amortization, loss on disposal of assets and future income taxes.
        They do not have a standardized meaning prescribed by Canadian GAAP
        and therefore may not be comparable to similar measures presented by
        other public companies.
    

    Operating activities

    During the first quarter of fiscal 2009, net cash from operating
activities reached $58.2 million, down $29.6 million from the first quarter of
fiscal 2008. This decrease is mainly due to the increase in motor fuel
inventory costs and increased credit and debit cards accounts receivables
driven by higher motor fuel cost and retail prices, growing popularity of
electronic payment modes and by inventories acquired from Irving Oil. These
elements were partially offset by the increase in accounts payable and income
taxes payable.

    Investing activities

    The major investments during the first quarter were the acquisition of
the Convenient Food Mart and Speedway stores. Capital expenditures are
primarily related to the ongoing implementation of its IMPACT program
throughout its network, as well as the replacement of equipment in some of its
stores to enhance its offering of products and services as well as the
addition of new stores. Also to mention is the acquisition of Irving Oil's
in-store equipment for an amount of approximately $8.0 million.

    Financing activities

    During the first quarter of 2009, its long-term debt increased by
$29.1 million to finance the acquisition of the Speedway and Convenient Food
Mart stores.

    Financial Position

    As shown by its indebtedness ratios included in the "Selected
Consolidated Financial Information" section and its net cash provided by
operating activities, its financial position is excellent.
    Its total consolidated assets of $3.5 billion as at July 20, 2008,
increased by $172.5 million compared with April 27, 2008. The growth is
primarily a result of the increase of:

    
    - $56.0 million in accounts receivable chiefly explained by an increase
      in credit and debit cards receivable as well as stores added to its
      network during the quarter;
    - $51.8 million in property and equipment, largely due to capital
      investments and acquisitions of the quarter;
    - $47.6 million in inventory, largely due to a jump in cost price of
      motor fuel, to acquisitions and to inventories acquired from Irving
      Oil.

    Shareholders' equity amounted to $1,297.1 million as at July 20, 2008, up
$43.4 million compared to April 27, 2008.

    Summary of Quarterly Results

    (In millions of           12-week
    US dollars                period
    except for                 ended
    per share data,          July 20,             52-week period ended
    unaudited)                  2008                 April 27, 2008
    -------------------------------------------------------------------------
    Quarter                      1st       4th       3rd       2nd       1st

    Weeks                   12 weeks  12 weeks  16 weeks  12 weeks  12 weeks
                            -------------------------------------------------
    Revenues                 4,319.0   3,705.8   4,590.9   3,499.8   3,573.5
                            -------------------------------------------------
    Income before
     depreciation and
     amortization of
     property and
     equipment and
     other assets,
     financial
     expenses and
     income taxes              135.0      63.7     130.6     135.2     155.1
    Depreciation and
     amortization of
     property and
     equipment and
     other assets               42.9      39.9      53.8      41.1      37.7
                            -------------------------------------------------
    Operating income            92.1      23.8      76.8      94.1     117.4
                            -------------------------------------------------
    Financial expenses           9.8       9.1      16.7      13.8      15.0
                            -------------------------------------------------
    Net earnings                47.2      15.5      50.5      54.2      69.1
                            -------------------------------------------------
                            -------------------------------------------------
    Net earnings
     per share
      Basic                    $0.24     $0.08     $0.25     $0.27     $0.34
      Diluted                  $0.24     $0.08     $0.24     $0.26     $0.33
    -------------------------------------------------------------------------


    (In millions of
     US dollars
     except for
     per share data,                               Extract from the 52-week
     unaudited)                                  period ended April 29, 2007
    -------------------------------------------------------------------------
    Quarter                                          4th       3rd       2nd

    Weeks                                       13 weeks  16 weeks  12 weeks
                                          -----------------------------------
    Revenues                                     2,972.6   3,498.0   2,759.7
                                          -----------------------------------
    Income before
     depreciation and
     amortization of
     property and
     equipment and
     other assets,
     financial
     expenses and
     income taxes                                   99.0     125.0     149.2
    Depreciation and
     amortization of
     property and
     equipment and
     other assets                                   34.4      43.3      28.3
                                          -----------------------------------
    Operating income                                64.6      81.7     120.9
                                          -----------------------------------
    Financial expenses                              14.4      16.6       8.5
                                          -----------------------------------
    Net earnings                                    33.4      43.7      74.7
                                          -----------------------------------
                                          -----------------------------------
    Net earnings
     per share
      Basic                                        $0.17     $0.22     $0.37
      Diluted                                      $0.16     $0.21     $0.36
    -------------------------------------------------------------------------
    

    Outlook

    In the course of fiscal 2009, Couche-Tard will pursue its investments in
order to, amongst other things, deploy its IMPACT program in approximately 350
stores. Excluding major acquisitions, these investments will reach
approximately $275.0 million, which the Company plans to finance with its net
cash provided by operating activities. Couche-Tard expects to add 200 to
300 company-operated stores through acquisitions.
    While Couche-Tard is aware that its results depend on several external
factors, including the exchange rate effect and the motor fuel net margin, it
believes that its profitability should increase during the current fiscal
year.
    Finally, in line with its business model, the Company will continue to
focus its resources on the sale of fresh products and on innovation, including
the introduction of new products and services, in order to satisfy the needs
of its growing clientele.

    Profile

    Alimentation Couche-Tard Inc. is the leader in the Canadian convenience
store industry. In North America, Couche-Tard is the second largest
independent convenience store operator (whether integrated with a petroleum
company or not) in terms of number of stores. Couche-Tard currently operates a
network of 5,395 convenience stores, 3,556 of which include motor fuel
dispensing, located in 11 large geographic markets, including eight in the
United States covering 33 states and three in Canada covering ten provinces.
More than 46,000 people are employed throughout Couche-Tard's retail
convenience network and service centers.

    The statements set forth in this press release, which describes
Couche-Tard's objectives, projections, estimates, expectations or forecasts,
may constitute forward-looking statements within the meaning of securities
legislation. Positive or negative verbs such as "plan", "evaluate",
"estimate", "believe" and other related expressions are used to identify such
statements. Couche-Tard would like to point out that, by their very nature,
forward-looking statements involve risks and uncertainties such that its
results, or the measures it adopts, could differ materially from those
indicated or underlying these statements, or could have an impact on the
degree of realization of a particular projection. Major factors that may lead
to a material difference between Couche-Tard's actual results and the
projections or expectations set forth in the forward-looking statements
include the effects of the integration of acquired businesses and the ability
to achieve projected synergies, fluctuations in margins on motor fuel sales,
competition in the convenience store and retail motor fuel industries,
exchange rate variations, and such other risks as described in detail from
time to time in the reports filed by Couche-Tard with securities authorities
in Canada and the United States. Unless otherwise required by applicable
securities laws, Couche-Tard disclaims any intention or obligation to update
or revise any forward-looking statements, whether as a result of new
information, future events or otherwise. The forward-looking information in
this release is based on information available as of the date of the release.

    Conference Call on September 2, 2008 at 2:30 P.M. (Montreal Time)
    -------------------------------------------------------------------------
    Financial analysts and investors who wish to participate in the
conference call on Couche-Tard's results can dial 1-800-733-7571 a few minutes
before the start of the call. For those unable to participate, a taped
re-broadcast will be available September 2, 2008 from 4:30 p.m. until
September 9, 2008 at 11:59 p.m., by dialing 1-877-289-8525 - access code
21243691 followed by the # key. Also, a webcast of the conference call will be
available on the website of the Company for a period of 90 days after the
conference call. Members of the media and other interested parties are invited
to listen in.


    
    CONSOLIDATED STATEMENTS OF EARNINGS
    (in millions of US dollars, except per share amounts, unaudited)

    For the 12-week periods ended                          July 20,  July 22,
                                                              2008      2007
    -------------------------------------------------------------------------
                                                                 $         $
    Revenues                                               4,319.0   3,573.5
    Cost of sales                                          3,760.9   3,024.5
    -------------------------------------------------------------------------
    Gross profit                                             558.1     549.0
    -------------------------------------------------------------------------

    Operating, selling, administrative and general
     expenses                                                423.1     393.9
    Depreciation and amortization of property and
     equipment and other assets                               42.9      37.7
    -------------------------------------------------------------------------
                                                             466.0     431.6
    -------------------------------------------------------------------------
    Operating income                                          92.1     117.4
    Financial expenses                                         9.8      15.0
    -------------------------------------------------------------------------
    Earnings before income taxes                              82.3     102.4
    Income taxes (Note 9)                                     35.1      33.3
    -------------------------------------------------------------------------
    Net earnings                                              47.2      69.1
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Net earnings per share (Note 5)
      Basic                                                   0.24      0.34
      Diluted                                                 0.24      0.33
    Weighted average number of shares (in thousands)       196,727   202,599
    Weighted average number of shares - diluted
     (in thousands)                                        200,684   208,169
    Number of shares outstanding at end of period
     (in thousands)                                        196,731   202,817
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
    (in millions of US dollars, unaudited)

    For the 12-week periods ended                          July 20,  July 22,
                                                              2008      2007
    -------------------------------------------------------------------------
                                                                 $         $
    Net earnings                                              47.2      69.1
    Other comprehensive income
      Changes in cumulative translation adjustments(1)         2.2      40.3
      Net change in unrealized gains on available-for-sale
       financial assets                                          -       0.1
    -------------------------------------------------------------------------
    Other comprehensive income                                 2.2      40.4
    -------------------------------------------------------------------------
    Comprehensive income                                      49.4     109.5
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) Includes net gain of $8.7 ($54.5 in 2008) arising from the
        translation of US dollar denominated long-term debt designated as a
        foreign exchange hedge of the Company's net investment in its U.S.
        self-sustaining operations.

    The accompanying notes are an integral part of the consolidated financial
    statements.


    CONSOLIDATED STATEMENTS OF CAPITAL STOCK
    (in millions of US dollars, unaudited)


    For the 12-week periods ended                          July 20,  July 22,
                                                              2008      2007
    -------------------------------------------------------------------------
                                                                 $         $
    Balance, beginning of period                             348.8     352.3
    Stock options exercised for cash                             -       4.1
    Fair value of stock options exercised                        -       1.5
    -------------------------------------------------------------------------
    Balance, end of period                                   348.8     357.9
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    CONSOLIDATED STATEMENTS OF CONTRIBUTED SURPLUS
    (in millions of US dollars, unaudited)

    For the 12-week periods ended                          July 20,  July 22,
                                                              2008      2007
    -------------------------------------------------------------------------
                                                                 $         $
    Balance, beginning of period                              15.6      13.4
    Stock-based compensation expense (Note 7)                  0.8       1.1
    Fair value of stock options exercised                        -      (1.5)
    -------------------------------------------------------------------------
    Balance, end of period                                    16.4      13.0
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    CONSOLIDATED STATEMENTS OF RETAINED EARNINGS
    (in millions of US dollars, unaudited)

    For the 12-week periods ended                          July 20,  July 22,
                                                              2008      2007
    -------------------------------------------------------------------------
                                                                 $         $
    Balance, beginning of period                             775.0     681.9
    Impact of changes in accounting policies (Note 2)            -       0.9
    -------------------------------------------------------------------------
    Balance, beginning of period, as restated                775.0     682.8
    Net earnings                                              47.2      69.1
    -------------------------------------------------------------------------
                                                             822.2     751.9
    Dividends                                                 (6.8)     (5.8)
    -------------------------------------------------------------------------
    Balance, end of period                                   815.4     746.1
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    CONSOLIDATED STATEMENTS OF ACCUMULATED OTHER COMPREHENSIVE INCOME
    (in millions of US dollars, unaudited)

    For the 12-week periods ended                          July 20,  July 22,
                                                              2008      2007
    -------------------------------------------------------------------------
                                                                 $         $
    Balance, beginning of period                             114.3      97.8
    Impact of changes in accounting policies (Note 2)            -       0.4
    -------------------------------------------------------------------------
    Balance, beginning of period, as restated                114.3      98.2
    Other comprehensive income                                 2.2      40.4
    -------------------------------------------------------------------------
    Balance, end of period                                   116.5     138.6
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    The accompanying notes are an integral part of the consolidated financial
    statements.


    CONSOLIDATED STATEMENTS OF CASH FLOWS
    (in millions of US dollars, unaudited)

    For the 12-week periods ended                          July 20,  July 22,
                                                              2008      2007
    -------------------------------------------------------------------------
                                                                 $         $
    Operating activities
    Net earnings                                              47.2      69.1
    Adjustments to reconcile net earnings to net cash
     provided by operating activities
      Depreciation and amortization of property and
       equipment and other assets, net of amortization
       of deferred credits                                    38.1      33.0
      Future income taxes                                      9.6       5.4
      Loss (gain) on disposal of property and equipment
       and other assets                                        0.9      (1.2)
      Deferred credits                                         2.3       4.9
      Other                                                    4.4       3.4
      Changes in non-cash working capital                    (44.3)    (26.8)
    -------------------------------------------------------------------------
    Net cash provided by operating activities                 58.2      87.8
    -------------------------------------------------------------------------

    Investing activities
    Business acquisitions (Note 4)                           (65.1)    (53.8)
    Purchase of property and equipment                       (35.0)    (39.6)
    Increase in other assets                                  (2.9)     (0.1)
    Proceeds from disposal of property and equipment and
     other assets                                              2.4       4.9
    Proceeds from sale and leaseback transactions                -      10.7
    -------------------------------------------------------------------------
    Net cash used in investing activities                   (100.6)    (78.8)
    -------------------------------------------------------------------------

    Financing activities
    Net increase in long-term debt                            29.1      11.7
    Issuance of shares                                           -       4.1
    -------------------------------------------------------------------------
    Net cash provided by financing activities                 29.1      15.8
    -------------------------------------------------------------------------
    Effect of exchange rate fluctuations on cash and cash
     equivalents                                               0.8       4.8
    -------------------------------------------------------------------------
    Net (decrease) increase in cash and cash equivalents     (12.5)     29.6
    Cash and cash equivalents, beginning of period           216.0     141.7
    -------------------------------------------------------------------------
    Cash and cash equivalents, end of period                 203.5     171.3
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Supplemental information:
      Interest paid                                           14.3      22.9
      Income taxes paid                                       24.9      12.0
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    The accompanying notes are an integral part of the consolidated financial
    statements.

    CONSOLIDATED BALANCE SHEETS
    (in millions of US dollars)


                                                           As at       As at
                                                         July 20,   April 27,
                                                            2008        2008
                                                      (unaudited)
    -------------------------------------------------------------------------
                                                               $           $
    Assets
    Current assets
      Cash and cash equivalents                            203.5       216.0
      Accounts receivable                                  307.7       251.7
      Inventories                                          492.1       444.5
      Prepaid expenses                                      16.7         8.3
      Future income taxes                                   23.1        24.7
    -------------------------------------------------------------------------
                                                         1,043.1       945.2
    Property and equipment                               1,800.1     1,748.3
    Goodwill                                               405.2       402.6
    Trademarks and licenses                                170.8       170.3
    Deferred charges                                        14.6        13.8
    Other assets                                            42.4        39.5
    Future income taxes                                     16.9         0.9
    -------------------------------------------------------------------------
                                                         3,493.1     3,320.6
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Liabilities
    Current liabilities
      Accounts payable and accrued liabilities             904.9       842.7
      Income taxes payable                                  36.7        18.6
      Current portion of long-term debt                      1.5         1.2
    -------------------------------------------------------------------------
                                                           943.1       862.5
    Long-term debt                                         869.6       841.0
    Deferred credits and other liabilities                 264.6       253.8
    Future income taxes                                    118.7       109.6
    -------------------------------------------------------------------------
                                                         2,196.0     2,066.9
    -------------------------------------------------------------------------

    Shareholders' equity
    Capital stock                                          348.8       348.8
    Contributed surplus                                     16.4        15.6
    Retained earnings                                      815.4       775.0
    Accumulated other comprehensive income                 116.5       114.3
    -------------------------------------------------------------------------
                                                           1,297.1   1 253.7
    -------------------------------------------------------------------------
                                                           3,493.1   3,320.6
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    The accompanying notes are an integral part of the consolidated financial
    statements.
    


    NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    (in millions of US dollars, except per share and stock option data,
    unaudited)

    1.  CONSOLIDATED FINANCIAL STATEMENTS PRESENTATION

    The unaudited interim consolidated financial statements have been
prepared by the Company in accordance with Canadian generally accepted
accounting principles (Canadian GAAP) and have not been subject to a review
engagement by the Company's external auditors. These consolidated financial
statements were prepared in accordance with the same accounting policies and
methods as the audited annual consolidated financial statements for the year
ended April 27, 2008, with the exception of the accounting changes described
in Note 2 below. The unaudited interim consolidated financial statements do
not include all the information for complete financial statements and should
be read in conjunction with the audited annual consolidated financial
statements and notes thereto in the Company's 2008 Annual Report (the 2008
Annual Report). The results of operations for the interim periods presented do
not necessarily reflect results expected for the full year.
    The Company's business follows a seasonal pattern. The busiest period is
the first half-year of each fiscal year, which includes summer's sales.

    2.  ACCOUNTING CHANGES

    2009

    Inventories

    On April 28, 2008, the Company adopted the Canadian Institute of
Chartered Accountants (CICA) Handbook Section 3031, "Inventories", which
replaces Section 3030 of the same name. The new section provides guidance on
the basis and method of measurement of inventories and allows for reversal of
previous write-downs. The section also establishes new standards on disclosure
of accounting policies used, carrying amounts, amounts recognized as an
expense, write-downs and the amount of any reversal of any write-downs. This
new standard aligns accounting for inventories under Canadian GAAP with
International Financial Reporting Standards (IFRS).
    The adoption of this new Section had no material impact on the Company's
consolidated financial results.

    2008

    Financial Instruments - Recognition and Measurement

    On April 30, 2007, the Company adopted CICA Handbook Section 3855
"Financial Instruments - Recognition and Measurement", which establishes
standards for recognition and measurement of financial assets, financial
liabilities and non-financial derivatives. This new standard must be
implemented retroactively without restatement of prior periods financial
statements.
    The Company made the following classifications:

    
                                                              Classification
    Financial assets                         Subsequent       of gains and
     and liabilities      Classification    measurement(1)            losses

    Cash and cash
     equivalents        Held-for-trading       Fair value       Net earnings

    Accounts                       Loans
     receivable          and receivables   Amortized cost       Net earnings

    Investments in                                                     Other
     publicly-traded                                           comprehensive
     securities       Available-for-sale       Fair value             income

    Bank indebtedness
     and long-term       Other financial
     debt                    liabilities   Amortized cost       Net earnings

    Accounts payable
     and accrued         Other financial
     liabilities             liabilities   Amortized cost       Net earnings

    (1) Initial measurement of all financial assets and liabilities is at
        fair value.
    

    As of April 30, 2007, the impact of the implementation of the
classifications described above is a $0.5 increase in Other assets, a $0.1
increase in the long-term Future income tax liability and a $0.4 increase in
Accumulated other comprehensive income. These adjustments relate to an
investment in publicly-traded securities held by the Company. For the 12-week
period ended July 22, 2007, the impact is an increase of $0.1 in Other
comprehensive income.
    Section 3855 also requires that transaction costs be i) recognized in
income when incurred or ii) added to or deducted from the amount of the
financial asset or liability to which they are directly attributable when the
asset or liability is not classified as held-for-trading. The Company has
deferred financing costs attributable to its Subordinated unsecured debt which
were previously deferred and amortized over the term of the debt.
Consequently, the Company elected to apply the accounting policy that consists
of deducting financing costs from the amount of the financial liability to
which they are directly attributable. As of April 30, 2007, this change
resulted in a decrease of $11.6 in Deferred charges, of $13.1 in Long-term
debt, in an increase of $0.6 in the long-term Future income tax liability and
of $0.9 in Retained earnings. For the 12-week period ended July 22, 2007, the
impact is not significant.

    Hedges

    Effective April 30, 2007, the Company adopted CICA Handbook Section 3865
"Hedges", which establishes circumstances under which hedge accounting may be
applied. The purpose of hedge accounting is to ensure that gains, losses,
revenues and expenses related to a hedging item and to the hedged item are
recognized in net income in the same period.
    As described in Note 4 and Note 23 of the consolidated financial
statements included in the 2008 Annual Report, the Company uses interest rate
swaps as part of its program for managing the interest rate of its
Subordinated unsecured debt. These interest rate swaps have been designated
and documented as an effective fair value hedge of the Subordinated unsecured
debt. Under the new standard, changes in the fair value of the swaps and the
debt are recognized in net income, counterbalancing each other, with the
exception of any ineffective portion of the hedging relationship. On the
balance sheet, the fair value of the interest swaps is recorded in Other
assets if it is favourable for the Company or in Deferred credits and other
liabilities if it is unfavourable for the Company.
    The Company also designates its entire US dollars denominated long-term
debt as a foreign exchange hedge of its net investment in its U.S.
self-sustaining subsidiaries. Accordingly, corresponding foreign exchange
gains and losses are recorded in Accumulated other comprehensive income in the
Shareholders' equity to offset the foreign currency translation adjustments on
the investments.
    As of April 30, 2007, these changes resulted in an increase of $14.9 in
Deferred credits other long-term liabilities and in a decrease of $14.9 in
Long-term debt.

    Comprehensive Income

    On April 30, 2007, the Company adopted CICA Handbook Section 1530
"Comprehensive Income". This Section introduces a new financial statement
which presents the change in equity of an enterprise from transactions and
other events and circumstances from non-owner sources. These transactions
include net changes in unrealized gains and losses on translating Canadian and
corporate operations into the reporting currency as well as unrealized gains
and losses related to changes in the fair value of certain financial
instruments that are not recorded in net earnings. These two types of
transactions are recorded in Other comprehensive income.
    The result of the implementation of this new standard is that, beginning
in the first quarter of fiscal 2008, the Company includes, in its consolidated
financial statements, a consolidated statement of comprehensive income while
the cumulative net changes in other comprehensive income are included in
Accumulated other comprehensive income, which is presented as a new category
of Shareholders' equity. Consequently, an amount of $97.8 presented in
cumulative translation adjustments as at April 29, 2007 has been reclassified
to Accumulated other comprehensive income.

    Disclosure and presentation

    On April 30, 2007, the Company adopted CICA Handbook Section 3861
"Financial Instruments - Disclosure and Presentation", which replaces Section
3860, of the same name. Section 3861 establishes standards for presentation of
financial instruments and non-financial derivatives, and identifies the
information that should be disclosed about them.

    Equity

    Effective April 30, 2007, the Company adopted CICA Handbook Section 3251
"Equity", which replaces Section 3250 "Surplus". This new section establishes
standards for the presentation of equity and changes in equity during the
reporting period and requires the Company to present separately equity
components and changes in equity arising from i) net earnings; ii) other
comprehensive income; iii) other changes in retained earnings; iv) changes in
contributed surplus; v) changes in share capital; and vi) changes in reserves.

    3.  LONG TERM DEBT

    On June 13, 2008, the Company entered into a new credit agreement
consisting of a revolving unsecured credit facility of a maximum amount of
$310.0 with an initial maturity, terms and conditions similar to those of the
other facility the Company already had as at April 27, 2008 as described in
Note 17a) presented in the 2008 Annual Report.

    4.  BUSINESS ACQUISITIONS

    Effective April 29, 2008, the Company purchased 15 company-operated
stores from Speedway Superamerica LLC. The acquired stores operate under the
Speedway banner in central Illinois, United States.
    Effective July 8, 2008, the Company purchased 70 company-operated stores
from Spirit Energy. The acquired stores operate under the Convenient Food Mart
banner in the St. Louis Missouri area and nearby central Illinois area.
    These acquisitions were settled for a total cash consideration of $65.1,
including direct acquisition costs. The preliminary allocations of the
purchase price of the acquisitions were established based on available
information and on the basis of preliminary evaluations and assumptions
management believes to be reasonable. Since the Company has not completed its
fair value assessment of the net assets acquired for all transactions, the
preliminary allocations are subject to adjustments to the fair value of the
assets and liabilities until the process is completed. The preliminary
allocations are based on the estimated fair values on the dates of
acquisition:

    
                                                                           $
    Tangible assets acquired
      Inventories                                                       11.1
      Property and equipment                                            55.6
      Other assets                                                       0.4
    -------------------------------------------------------------------------
    Total tangible assets                                               67.1
    -------------------------------------------------------------------------
    Liabilities assumed
      Accounts payable and accrued liabilities                           1.2
      Deferred credits and other liabilities                             1.3
    -------------------------------------------------------------------------
    Total liabilities                                                    2.5
    -------------------------------------------------------------------------
    Net tangible assets acquired                                        64.6
    -------------------------------------------------------------------------
    Goodwill                                                             0.5
    -------------------------------------------------------------------------
    Total consideration paid, including direct acquisition costs        65.1
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    The Company expects that the goodwill related to these transactions will
be deductible for tax purposes.

    5.  NET EARNINGS PER SHARE

                         12-week period                12-week period
                      ended July 20, 2008           ended July 22, 2007
                -------------------------------------------------------------
                            Weighted                      Weighted
                             average                       average
                              number                        number
                                  of       Net                  of       Net
                              shares  earnings              shares  earnings
                       Net  (in thou-      per       Net  (in thou-      per
                  earnings     sands)    share  earnings     sands)    share
                -------------------------------------------------------------
                         $                   $         $                   $
    Basic net
     earnings
     attributable
     to Class A
     and B
     shareholders     47.2   196,727      0.24      69.1   202,599      0.34
    Dilutive
     effect of
     stock options             3,957         -               5,570     (0.01)
                -------------------------------------------------------------
    Diluted net
     earnings
     available
     for Class A
     and B
     shareholders     47.2   200,684      0.24  69.1       208,169      0.33
                -------------------------------------------------------------
                -------------------------------------------------------------
    

    A total of 1,599,839 stock options are excluded from the calculation of
the diluted net earnings per share due to their antidilutive effect for the
12-week period ended July 20, 2008. There are 610,645 stocks options excluded
from the calculation for the 12-week period ended July 22, 2007.

    6.  CAPITAL STOCK

    As at July 20, 2008, the Company has 53,881,212 (56,175,312 as at
July 22, 2007) issued and outstanding Class A multiple voting shares each
comprising ten votes per share and 142,849,776 (146,641,334 as at July 22,
2007) outstanding Class B subordinate voting shares each comprising one vote
per share.

    7.  STOCK-BASED COMPENSATION AND OTHER STOCK-BASED PAYMENTS

    As at July 20, 2008, 9,002,239 stock options for the purchase of Class B
subordinate voting shares are outstanding (8,820,715 as at July 22, 2007).
These stock options can be gradually exercised at various dates until May 15,
2018, at an exercise price varying from Cdn$2.38 to Cdn$25.71. Four series of
stock options totaling 99,500 stock options at exercise prices ranging from
Cdn$13.88 to Cdn$15.44 were granted since the beginning of the fiscal year.
For the 12-week period ended July 20, 2008, the stock-based compensation costs
amount to $0.8. For the 12-week period ended July 22, 2007, the stock-based
compensation costs amount to $1.1.
    The fair value of stock options granted is estimated at the grant date
using the Black & Scholes option pricing model on the basis of the following
weighted average assumptions for the stock options granted during the period:

    
    - risk-free interest rate of 3.42%;
    - expected life of 8 years;
    - expected volatility of 32.0%;
    - expected quarterly dividend of Cdn$0.035 per share.

    The weighted average fair value of stock options granted since the
beginning of the year is Cdn$5.63 (Cdn$10.06 as at July 22, 2007). A
description of the Company's stock-based compensation plan is included in
Note 20 of the consolidated financial statements presented in the 2008 Annual
Report.

    8.  EMPLOYEE FUTURE BENEFITS

    For the 12-week period ended July 20, 2008, the Company's total net
pension expense included in its consolidated statement of earnings amounts to
$1.5. For the corresponding 12-week period ended July 22, 2007, the expense is
$1.4. The Company's pension plans are described in Note 21 of the consolidated
financial statements presented in the 2008 Annual Report.

    9.  INCOME TAXES

    In the first quarter of fiscal 2009, the Company elaborated a corporate
reorganization which took effect on July 31, 2008. Accordingly, a $8.3 income
tax expense has been recognized during the first quarter while the benefits
should be recorded during the subsequent periods of the current fiscal year
and unwind the effect of the first quarter. The reorganization should also
have a positive effect on the upcoming fiscal years income tax rate.

    10. SEGMENTED INFORMATION

    The Company operates convenience stores in the United States and in
Canada. It essentially operates in one reportable segment, the sale of goods
for immediate consumption and motor fuel through corporate stores or franchise
operations. It operates a convenience store chain under several banners,
including Couche-Tard, Mac's and Circle K. Revenues from outside sources
mainly fall into two categories: merchandise and services and motor fuel.
    The following table provides the information on the principal revenue
classes as well as geographic information:

                         12-week period                12-week period
                      ended July 20, 2008           ended July 22, 2007
                -------------------------------------------------------------
                    United                        United
                    States    Canada     Total    States    Canada     Total
                -------------------------------------------------------------
                         $         $         $         $         $         $
    External
     customer
     revenues(a)
    Merchandise
     and services    857.8     444.2   1,302.0     838.5     424.1   1,262.6
    Motor fuel     2,622.5     394.5   3,017.0   2,022.3     288.6   2,310.9
                -------------------------------------------------------------
                   3,480.3     838.7   4,319.0   2,860.8     712.7   3,573.5
                -------------------------------------------------------------
                -------------------------------------------------------------
    Gross Profit
    Merchandise
     and services    277.9     157.5     435.4     273.8     147.5     421.3
    Motor fuel       101.0      21.7     122.7     109.5      18.2     127.7
                -------------------------------------------------------------
                     378.9     179.2     558.1     383.3     165.7     549.0
                -------------------------------------------------------------
                -------------------------------------------------------------
    Property and
     equipment
     and
     goodwill(a)   1,688.1     517.2   2,205.3   1,619.0     497.5   2,116.5
                -------------------------------------------------------------
                -------------------------------------------------------------

    (a) Geographic areas are determined according to where the Company
        generates operating income (where the sale takes place) and according
        to the location of the property and equipment and goodwill.
    

    11. RECENTLY ISSUED ACCOUNTING STANDARDS NOT YET IMPLEMENTED

    Goodwill and Intangible Assets

    In February 2008, the CICA issued Handbook Section 3064, "Goodwill and
intangible assets", replacing Section 3062, "Goodwill and other intangible
assets" and Section 3450, "Research and development costs". Various changes
have been made to other sections of the CICA Handbook for consistency
purposes. The new Section establishes standards for the recognition,
measurement, presentation and disclosure of goodwill subsequent to its initial
recognition and of intangible assets by profit-oriented enterprises. Standards
relating to goodwill are unchanged from the standards included in the previous
Section 3062.
    This new standard is applicable to fiscal years beginning on or after
October 1, 2008. The Company will implement this standard in its first quarter
of fiscal year 2010 but does not expect it will have a material impact on its
consolidated financial statements.




For further information:

For further information: Alain Bouchard, Chairman of the Board,
President and Chief Executive Officer; Richard Fortin, Executive
Vice-President and Chief Financial Officer, (450) 662-3272,
info@couche-tard.com, www.couche-tard.com


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