Couche-Tard revenues continue to climb



    
    -------------------------------------------------------------------------
    - Second quarter revenues climb 26.8% to $3.5 billion
    - Strong performance in the merchandise same store sales which increased
      by 4.2% in the US and 6.6% in Canada
    - US motor fuel margins of 13.04 cents compared to an extraordinary
      20.73 cents last year
    - Earnings of $54.2 million compared to $74.7 million last year
    - Increase of the quarterly dividend to reach Cnd$0.035
    -------------------------------------------------------------------------

    TSX: ATD.A, ATD.B
    

    LAVAL, QC, Nov. 20 /CNW Telbec/ - Sales generated by stores acquired in
the last 12 months powered Alimentation Couche-Tard Inc. to another robust
performance in the second quarter of fiscal 2008.
    Revenues for the 12-week period ended October 14, 2007 rose 26.8% to
reach $3.5 billion. Of the $740.1 million increase, $504.3 million was
generated by stores acquired in the past 12 months.
    Net earnings of $54.2 million, or $0.26 per share diluted compared to
$74.7 million, or $0.36 per share diluted last year. This is mainly due to the
impact of US fuel margins which were at an extraordinary level a year ago.
Restated with the same margin for both periods, net earnings would have
increased by 12.1%.
    "Last year's second quarter is a tough comparable because of the US gas
margin," said Alain Bouchard, Chairman, President and CEO. "I'm happy with our
performance. Our in-store merchandise same store revenue growth and recovery
in certain markets shows that our pricing and strategies are on target."

    
    Highlights of the Second Quarter of Fiscal 2008

    Growth of the Store Network

                      12-week period ended          24-week period ended
                        October 14, 2007              October 14, 2007
                -------------------------------------------------------------
                   Company-   Affili-            Company-   Affili-
                  operated      ated            operated      ated
                    stores    stores(1)  Total    stores    stores     Total
                -------------------------------------------------------------
    Number of
     stores,
     beginning
     of period       4,102     1,513     5,615     4,072     1,441     5,513
      Acquisitions       2         -         2        34         -        34
      Openings /
       construc-
       tions /
       additions         6        53        59        16       142       158
      Closures /
       withdrawals     (25)      (14)      (39)      (40)      (28)      (68)
      Conversions
       into company-
       operated
       stores            2        (2)        -         5        (5)        -
    Number of
     stores, end
     of period       4,087     1,550     5,637     4,087     1,550     5,637
    -------------------------------------------------------------------------
    1. The affiliated store count includes wholesalers and members of
       purchasing agreements


    IMPACT Program

    During the second quarter, Couche-Tard implemented its IMPACT program in
147 company-operated stores. As a result, 56.2% of the company-operated stores
have now been converted to the IMPACT program, which gives the Company
considerable opportunity for future internal growth.

    Dividends

    On November 20, 2007, the Board of Directors of Couche-Tard declared a
dividend of Cdn$0.035 per share to shareholders on record as at November 29,
2007, and approved its payment for December 7, 2007. This is an eligible
dividend within the meaning of the Income Tax Act.

    Share repurchase program

    Under a share repurchase program, we purchased 5,400 Class A multiple
voting shares at an average cost of Cnd$20.24 and 379,700 Class B subordinate
voting shares at an average cost of Cnd$20.00.

    Exchange Rate Data

    The Company reports in US dollar given the predominance of its operations
in the United States and its US dollar 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   24-week periods ended
                             ------------------------------------------------
                              October 14, October 15, October 14, October 15,
                                    2007        2006        2007        2006
                             ------------------------------------------------
    Average for period (1)        0.9658      0.8917      0.9480      0.8941
    Period end                    1.0276      0.8792      1.0276      0.8792
    -------------------------------------------------------------------------
    (1) Calculated by taking the average of the closing exchange rates of
        each day in the applicable period.


    Selected Consolidated Financial Information

    The following tables highlight certain information regarding
    Couche-Tard's operations for the 12-week and the 24-week periods ended
    October 14, 2007 and October 15, 2006:

    (In millions
     of US
     dollars,
     unless
     otherwise  -------------------------------------------------------------
     stated)          12-week periods ended         24-week periods ended
                -------------------------------------------------------------
                   October   October     Varia-  October   October     Varia-
                        14,       15,     tion        14,       15,     tion
                      2007      2006         %      2007      2006         %
                -------------------------------------------------------------
    Statement of
     Operations
     Data:
    Merchandise
     and service
     revenues (1):
      United
       States        835.7     704.5      18.6   1,674.2   1,410.0      18.7
      Canada         425.3     371.4      14.5     849.4     759.1      11.9
                -------------------------------------------------------------
      Total
       merchandise
       and service
       revenues    1,261.0   1,075.9      17.2   2,523.6   2,169.1      16.3
                -------------------------------------------------------------
    Motor fuel
     revenues:
      United
       States      1,954.4   1,451.8      34.6   3,976.7   2,972.5      33.8
      Canada         284.4     232.0      22.6     573.0     475.2      20.6
                -------------------------------------------------------------
      Total motor
       fuel
       revenues    2,238.8   1,683.8      33.0   4,549.7   3,447.7      32.0
                -------------------------------------------------------------
    Total
     revenues      3,499.8   2,759.7      26.8   7,073.3   5,616.8      25.9
                -------------------------------------------------------------
                -------------------------------------------------------------
    Merchandise
     and service
     gross
     profit (1):
      United
       States        277.4     237.1      17.0     551.2     474.3      16.2
      Canada         149.2     130.0      14.8     296.7     265.4      11.8
                -------------------------------------------------------------
      Total
       merchandise
       and service
       gross profit  426.6     367.1      16.2     847.9     739.7      14.6
                -------------------------------------------------------------
    Motor fuel
     gross profit:
      United States   90.0     112.3     (19.9)    199.5     182.6       9.3
      Canada          19.0      12.9      47.3      37.2      28.3      31.4
                -------------------------------------------------------------
      Total motor
       fuel gross
       profit        109.0     125.2     (12.9)    236.7     210.9      12.2
                -------------------------------------------------------------
    Total gross
     profit          535.6     492.3       8.8   1,084.6     950.6      14.1
    Operating,
     selling,
     administrative
     and general
     expenses        400.4     343.1      16.7     794.3     682.5      16.4
    Depreciation
     and
     amortization
     of property
     and equipment
     and other
     assets           41.1      28.3      45.2      78.8      56.1      40.5
                -------------------------------------------------------------
    Operating
     income           94.1     120.9     (22.2)    211.5     212.0      (0.2)
                -------------------------------------------------------------
    Net earnings      54.2      74.7     (27.4)    123.3     119.3       3.4
                -------------------------------------------------------------
                -------------------------------------------------------------
    Other Operating
     Data:
    Merchandise and
     service gross
     margin (1):
      Consolidated    33.8%     34.1%     (0.3)     33.6%     34.1%     (0.5)
      United States   33.2%     33.7%     (0.5)     32.9%     33.6%     (0.7)
      Canada          35.1%     35.0%      0.1      34.9%     35.0%     (0.1)
    Growth of
     same-store
     merchandise
     revenues
     (2) (3):
      United States    4.2%      2.5%                3,9%      3.5%
       Canada          6.6%      0.9%                6.0%      1.8%
    Motor fuel gross
     margin:
      United States
       (cents par
       gallon) (3):  13.04     20.73     (37.1)    14.83     17.25     (14.0)
      Canada
       (Cdn cents
       per litre)     5.06      3.88      30.4      5.03      4.31      16.7
    Volume of motor
     fuel sold (4):
      United States
       (millions of
       gallons)      723.2     561.3      28.8   1,408.4   1,096.2      28.5
      Canada
       (millions of
       litres)       392.6     371.8       5.6     783.2     733.4       6.8
    Growth of
     same-store
     motor fuel
     volume (3):
      United States    1.3%      7.2%               (0.2%)     5.4%
      Canada           6.5%      5.7%                7.1%      4.5%
                -------------------------------------------------------------
    Per Share Data:
     Basic net
      earnings per
      share (dollars
      per action)     0.27      0.37     (27.0)     0.61      0.59       3.4
     Diluted net
      earnings per
      share (dollars
      per action)     0.26      0.36     (27.8)     0.59      0.57       3.5
                -------------------------------------------------------------
                                                 October     April     Varia-
                                                      14,       29,     tion
                                                    2007      2007         $
                -------------------------------------------------------------
    Balance Sheet
     Data:
      Total assets                               3,336.1   3,043.2     292.9
      Interest-
       bearing debt                                855.5     870.0     (14.5)
      Shareholders'
       equity                                    1,330.0   1,145.4     184.6
    Ratios:
      Net interest-
       bearing debt/
       total capita-
       lization (5)                               0.31:1    0.39:1
      Net interest-
       bearing debt/
       EBITDA (6)                                 1.19:1(7) 1.48:1
    -------------------------------------------------------------------------
    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 and second quarters of the year ending April 27,
       2008 as well as the third and first quarters of the year ended
       April 29, 2007.


    Operating Results

    Revenues amounted to $3.5 billion for the 12-week period ended October 14,
2007, up $740.1 million, for an increase of 26.8%, of which $504.3 million is
attributable to the major acquisitions carried out over the past 12 months.
For the first six months of the year, Couche-Tard's growth in revenues was
$1.5 billion or 25.9%, which boosted its revenues to $7.1 billion, of which
$1.1 billion is attributable to the major acquisitions. The proportion of its
business in the United States is now 79.9% compared with 78.0% for the 24-week
period ended October 15, 2006.
    Merchandise and service revenues grew $185.1 million or 17.2%, of which
$92.6 million was generated by the stores acquired during the past 12 months
and $32.6 million was generated by the 8.3% appreciation of the Canadian
dollar against its U.S. counterpart. Internal growth, as measured by the
increase in same-store merchandise revenues, was 4.2% in the United States and
6.6% in Canada. Growth in the U.S. followed the positive trend seen in the
first quarter and stems primarily from Couche-Tard's aggressive promotions in
certain customized categories and from its continued implementation of one of
its key success factors: the IMPACT program. The Canadian market continues to
benefit from the ongoing economic boom in Western Canada. The Eastern and
Central regions of the country benefited this quarter from very mild weather,
which led consumers to increase their purchases of energy drinks and water.
Over a 24-week period, revenues jumped $354.5 million, of which $193.9 million
stems from the stores acquired over the past 12 months and $48.8 million is
attributable to the sharp rise in the Canadian dollar. The growth of
same-store merchandise and service revenues was 3.9% in the United States and
6.0% in Canada for the same reasons as those mentioned above.
    Motor fuel revenues increased $555.0 million or 33.0% for the 12-week
period ended October 14, 2007, of which $21.8 million is generated by the
appreciation of the Canadian dollar and $71.4 million stems from a higher
average retail price at the pump in its US and Canadian company-operated
stores, as shown in the following table, beginning with the third quarter of
the year ended April 29, 2007:
                                                                    Weighted
    Quarter                      3rd       4th       1st       2nd   average
    -------------------------------------------------------------------------
    52-week period ended
     October 14, 2007
      United States
       (US dollars per gallon)  2.26      2.52      2.98      2.73      2.61
      Canada (Cdn cents per
       litre)                  80.27     90.11     98.49     92.35     89.85
    53-week period ended
     October 15, 2006
      United States
       (US dollars per gallon)  2.33      2.30      2.86      2.61      2.52
      Canada (Cdn cents per
       litre)                  84.61     88.63     96.08     89.87     89.49
    -------------------------------------------------------------------------

    Over a 24-week period, motor fuel revenues increased $1.1 billion, which
represents a growth of 32.0%. The increase in the retail price at the pump is
behind $139.0 million of the increase and the appreciation of the Canadian
dollar explains another $32.6 million.
    The major acquisitions carried out over the past 12 months contributed
151.0 million additional gallons during the 12-week period ended October 14,
2007, or $411.7 million in revenues. The same-store motor fuel volume rose
1.3% in the United States, after falling over two consecutive quarters, and
rose 6.5% in Canada. With a pricing strategy that is more adapted to their
competitive environment, the Company's Southeast and Florida/Gulf Coast
regions recovered a portion of the market share they had lost in the fourth
quarter of last year. However, in the U.S. Great Lakes region, some of its
competitors continued their very aggressive promotions in which the Company
did not participate. This strategy had a positive effect on its margin. In
Canada, growth is primarily due to the strong economy in Western Canada
combined with the popularity of the CAA program in Quebec. For the 24-week
period ended October 14, 2007, the same-store motor fuel volume fell slightly
in the U.S. by 0.2% but rose to 7.1% in Canada. The major acquisitions have
contributed an additional 291.2 million gallons or $875.1 million in sales.
    Merchandise and service gross margin was 33.8% in the second quarter of
2008, compared with 34.1% in the second quarter of 2007. In the United States,
the gross margin was 33.2%, down from 33.7% last year, and in Canada, it
increased slightly to 35.1% compared with 35.0%. Several American markets
continued their customized and aggressive promotions from the first quarter in
order to maintain and even increase the number of customers per store, which
produced positive results with respect to same-store revenues, but was
somewhat negative with respect to margin. Also, some increases in the
Company's supplier prices were not always fully reflected in the retail
prices. Finally, some acquisitions that had a discount business strategy, also
contributed to the drop in gross margin. In Canada, the slight increase in
gross margin results from improvements in purchasing terms. Over a 24-week
period, the merchandise and service gross margin was 33.6%, i.e. 32.9% in the
U.S. and 34.9% in Canada. These rates are lower than the margins achieved in
the first six months of last year, when they stood at 34.1% at the
consolidated level, 33.6% for the U.S. market and 35.0% for the Canadian
market. The above mentioned reasons explained the decrease in the United
States. In Canada, the slight decrease in gross margin resulted from more
aggressive promotions and a more important percentage of lower margin items in
its product-mix.
    Motor fuel gross margin for its company-operated stores in the United
States fell significantly by 7.69 cents per gallon, from 20.73 cents per
gallon last year to 13.04 cents per gallon this quarter. The motor fuel gross
margin can be affected by several factors, including supply problems and
competition but one very important factor is the change in the price of the
crude oil barrel because it has a direct impact on Couche-Tard's supply cost.
In fact, a rapid increase in the price of a barrel on international markets
automatically leads to a rapid increase in the Company's cost price. Given
market competitiveness, if Couche-Tard is unable to pass this rapid increase
of its cost price on to the consumer, either immediately or partially, its
gross margin will be negatively affected. However, the opposite is also true-a
rapid decrease in the price of a barrel of crude oil and its cost price does
not always immediately lead to a comparable drop in the retail price, which
results in a higher margin. During the second quarter of 2008, the price of a
barrel of crude oil rose very quickly from $65.16(1) per barrel at the
beginning of the quarter to $73.39(1) at the end of the quarter. Last year,
the opposite occurred-the price of a barrel was $67.98(1) at the beginning of
the quarter and $51.78(1) at the end of it. In Canada, the margin rose,
reaching Cdn 5.06 cents per litre compared with Cdn 3.88 cents per litre for
the corresponding quarter ended October 15, 2006, which was primarily due to
the Western Canada market. For the 24-week period ended October 14, 2007, the
motor fuel gross margin for its company-operated stores in the United States
was 14.83 cents per gallon compared with 17.25 cents per gallon for the
corresponding 24-week period in the previous year. In Canada, the margin
increased in the same 24-week period to Cdn 5.03 cents per litre compared with
Cdn 4.31 cents per litre last year. However, as Couche-Tard has frequently
mentioned in the past, the sometimes high volatility of gross margin from one
quarter to another tends to stabilize on an annual basis.

    -----------------
    (1)  Price as published as "United States Spot Price FOB Weighted by
         Estimated Import Volume (Dollars per Barrel)" for the periods
         between July 21, 2006 and October 13, 2006 and between July 20, 2007
         and October 12, 2007.


    The following table provides some information related to the motor fuel
gross margin of Couche-Tard's company-operated stores in the United States for
the last eight quarters:

    (US cents per gallon)

                                                                    Weighted
    Quarter                      3rd       4th       1st       2nd   average
    -------------------------------------------------------------------------
    52-week period ended
     October 14, 2007
      Before deduction of
       expenses related to
       electronic payment
       modes                   13.19     13.12     16.73     13.04     13.97
      Expenses related to
       electronic payment
       modes                    3.12      3.59      4.15      3.82      3.64
    -------------------------------------------------------------------------
      After deduction of
       expenses related to
       electronic payment
       modes                   10.07      9.53     12.58      9.22     10.33
    -------------------------------------------------------------------------
    53-week period ended
     October 15, 2006
      Before deduction of
       expenses related to
       electronic payment
       modes                   17.63     10.96     13.60     20.73     15.82
      Expenses related to
       electronic payment
       modes                    3.24      3.31      3.82      3.77      3.52
    -------------------------------------------------------------------------
    After deduction of
     expenses related to
     electronic payment
     modes                     14.39      7.65      9.78     16.96     12.30
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Operating, selling, administrative and general expenses decreased by 0.1%
as a percentage of merchandise and service revenues on a quarterly basis
whereas they were stable for the 24-week period. This decrease is even more
important when the Company excludes the expenses related to electronic payment
modes, which vary in line with motor fuel retail prices. Excluding expenses
related to electronic payment modes, operating, selling, administrative and
general expenses fell 0.4% as a percentage of merchandise and service revenues
on a quarterly basis and by 0.3% over a 24-week period. These decreases
confirmed Couche-Tard's tightened management of these costs.
    Earnings before interests, taxes, depreciation and amortization          
(EBITDA)(1) was $135.2 million in the second quarter, down 9.4% compared with
last year. The major acquisitions contributed $9.8 million. When Couche-Tard
neutralizes the variance of the motor fuel net margin(2), using the same motor
fuel net margin for the two comparable periods, EBITDA shows a growth of
22.3%. Over the past 24-week period, EBITDA posted growth of 8.3% to
$290.3 million, of which $25.4 million stems from acquisitions. Still using
the same motor fuel net margin(2) for the comparable 24-week periods, EBITDA
increased by 18.9%.
    Depreciation and amortization of property and equipment and other assets
increase stems primarily from investments made over the past 12 months through
acquisitions and from the ongoing implementation of the IMPACT program in the
network.
    Financial expenses were up $5.3 million compared with the quarter ended
October 15, 2006, or $11.8 million over the past 24-week period. The increases
are primarily due to higher average borrowings partially offset by the drop in
the average interest cost.

    -----------------
    (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.
    (2) The same motor fuel net margin (net of expenses related to electronic
        payment modes) used for the comparables periods corresponds to the
        weighted average of the motor fuel net margin realized during the
        last eight quarters, for both the U.S. and Canadian company-operated
        site


    Income tax rate for this quarter is 32.5%, down from the 33.5% posted last
year. Over the 24-week period, the income tax rate is 32.5% compared with
33.7% for the same period last year. This excludes the unusual income tax
expense of $9.9 million recorded during the first quarter of 2007 following
the adoption by the Government of Quebec of Bill 15 in the National Assembly
of Quebec.
    Couche-Tard closed the second quarter of fiscal 2008 with net earnings of
$54.2 million, which equals $0.27 per share or $0.26 per share on a diluted
basis, compared with $74.7 million last year a decrease of $20.5 million or
27.4%.
    The second quarter is hardly comparable to last year given the unusual
high U.S. gas margin (20.73 cents per gallon) reached during the same period
last year. If Couche-Tard neutralizes the variance of the motor fuel net
margin(1), using the same motor fuel net margin for the two comparable
periods, net earnings would have increased by 12.1%. For the first half-year,
Couche-Tard closed the period with net earnings of $123.3 million, which
equals $0.61 per share or $0.59 per share on a diluted basis, compared with
$119.3 million last year, an increase of $4.0 million or 3.4%. Still
considering a neutral motor fuel net margin(1) for the two comparable periods
and excluding the unusual income tax expense posted last year following the
adoption of Bill 15, net earnings over a 24-week period would have increased
by 9.1%. Since the motor fuel net margin is lower than its historical average,
the acquisitions have slightly contributed to the decrease of net earnings in
the second quarter or over a 24-week period. These newly acquired stores have
not generated their full potential yet, but their integration is going
according to plan.

    Liquidity and Capital resources

    Couche-Tard's capital expenditures and acquisitions carried out during the
first half-year of fiscal 2008 were mainly financed using its available cash.
In the future, Couche-Tard is confident that it will be able to finance its
capital expenditures and acquisitions through a combination of cash flows from
operating activities, additional debt, monetization of its real estate
portfolio and, as a last resort, by share issuances.
    As at October 14, 2007, $525.0 million of the Company's term revolving
unsecured operating credit had been used and the effective interest rate was
5.74%. The Company also has a $350.0 million subordinated unsecured debt. In
addition, standby letters of credit in the amount of Cdn$0.8 million and      
Cdn$16.6 million were outstanding as at October 14, 2007.

    -----------------
    (1) The same motor fuel net margin (net of expenses related to electronic
        payment modes) used for the comparables periods corresponds to the
        weighted average of the motor fuel net margin realized during the
        last eight quarters, for both the U.S. and Canadian company-operated
        sites.


    Selected Consolidated Cash Flow Information

    (In millions
     of US dollars)   12-week periods ended         24-week periods ended
                -------------------------------------------------------------
                   October   October     Varia-  October   October     Varia-
                        14,       15,     tion        14,       15,     tion
                      2007      2006         $      2007      2006         $
                -------------------------------------------------------------
    Operating
     activities
      Cash
       flows (1)      97.3     105.4      (8.1)    203.6     181.1      22.5
      Other           25.8     (63.3)     89.1       7.3     (46.2)     53.5
                -------------------------------------------------------------
    Net cash
     provided by
     operating
     activities      123.1      42.1      81.0     210.9     134.9      76.0
                -------------------------------------------------------------
    Investing
     activities
      Business
       acquisitions   (3.7)   (103.8)    100.1     (57.5)   (243.7)    186.2
      Purchase of
       property and
       equipment,
       net of
       proceeds
       from the
       disposal of
       property
       and
       equipment     (52.7)    (50.2)     (2.5)    (87.4)    (78.2)     (9.2)
      Proceeds
       from sale
       and
       leaseback
       transactions   21.8       1.0      20.8      32.5       6.2      26.3
      Other           (0.3)     (5.2)      4.9      (1.3)    (13.4)     12.1
                -------------------------------------------------------------
    Net cash used
     in investing
     activities      (34.9)   (158.2)    123.3    (113.7)   (329.1)    215.4
                -------------------------------------------------------------
    Financing
     activities
      Increase in
       long-term
       borrowing         -     180.1    (180.1)     11.8     180.1    (168.3)
      Issuance
       of shares       0.4       0.5      (0.1)      4.5       0.5       4.0
      Share
       repurchase     (7.9)        -      (7.9)     (7.9)        -      (7.9)
      Dividends      (11.7)     (9.0)     (2.7)    (11.7)     (9.0)     (2.7)
      Repayment of
       long-term
       debt           (0.5)   (164.9)    164.4      (0.6)   (166.8)    166.2
    Net cash
     provided by
     (used in)
     financing
     activities      (19.7)      6.7     (26.4)     (3.9)      4.8      (8.7)
                -------------------------------------------------------------
                -------------------------------------------------------------
    Company
     credit rating
      Standard and
       Poor's           BB        BB                  BB        BB
      Moody's          Ba1       Ba1                 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 six months of the year, cash used
in other items related to operating activities is due to the variance in
non-cash working capital, which results primarily from the increase in
accounts payable and income taxes payable, partially offset by the increase in
inventory and accounts receivable.
    Investing activities - Couche-Tard's major investment during the first six
months was the acquisition of the Sterling stores. Capital expenditures are
primarily related to the ongoing implementation of the IMPACT program
throughout its network, as well as the replacement of equipment in some of its
stores to enhance the offering of products and services as well as the
addition of new stores.
    Financing activities - A significant event occurring in the second quarter
was the purchase of $7.9 million of its shares following the launch of the
share repurchase program announced in August 2007. Also, during the first six
months of fiscal 2008, Couche-Tard borrowed $11.8 million through its
operating credit and issued shares following the exercise of stock options in
the amount of $4.5 million.

    Financial Position

    As demonstrated by the indebtedness ratios included in the "Selected
Consolidated Financial Information" section and by the cash flows, Couche-Tard
has an excellent financial position.
    The increase in Couche-Tard's total assets stems primarily from the
$78.5 million increase in property and equipment and the $48.0 million
increase in inventory. The increase in property and equipment is due to its
investments in the IMPACT program as well as the acquisition of 34 stores. The
sharp increase in inventory is primarily due to much higher product costs both
on merchandise and fuel, and a higher level of inventory than normal caused by
the good weather conditions. Cash and cash equivalents also increased by
$104.6 million, resulting mainly from net cash provided by operating
activities.

    Summary of Quarterly Results

    (In millions
     of US dollars
     except for per   24-week period
     share data,               ended            52-week period ended
     unaudited)     October 14, 2007                April 29, 2007
    -------------------------------------------------------------------------
    Quarter            2nd       1st       4th       3rd       2nd       1st
    Weeks         12 weeks  12 weeks  12 weeks  16 weeks  12 weeks  12 weeks
                -------------------------------------------------------------
    Revenues       3,499.8   3,573.5   2,972.6   3,498.0   2,759.7   2,857.1
    Income before
     depreciation
     and
     amortization
     of property
     and equipment
     and other
     assets,
     financial
     expenses and
     income taxes    135.2     155.1      99.0     125.0     149.2     118.9
    Depreciation
     and
     amortization
     of property
     and equipment
     and other
     assets           41.1      37.7      34.4      43.3      28.3      27.8
                -------------------------------------------------------------
    Operating
     income           94.1     117.4      64.6      81.7     120.9      91.1
                -------------------------------------------------------------
    Financial
     expenses         13.8      15.0      14.4      16.6       8.5       8.5
                -------------------------------------------------------------
    Net earnings      54.2      69.1      33.4      43.7      74.7      44.6
                -------------------------------------------------------------
                -------------------------------------------------------------
    Net earnings
     per share
      Basic          $0.27     $0.34     $0.17     $0.22     $0.37     $0.22
      Diluted        $0.26     $0.33     $0.16     $0.21     $0.36     $0.21
    -------------------------------------------------------------------------


    (In millions
     of US dollars
     except for per                                         Extract from the
     share data,                                        53-week period ended
     unaudited)                                               April 30, 2006
    -------------------------------------------------------------------------
    Quarter                                                    4th       3rd
    Weeks                                                 13 weeks  16 weeks
                -------------------------------------------------------------
    Revenues                                               2,638.9   2,944.2
    Income before
     depreciation
     and
     amortization
     of property
     and equipment
     and other
     assets,
     financial
     expenses and
     income taxes                                             84.0     128.2
    Depreciation
     and
     amortization
     of property
     and equipment
     and other
     assets                                                   26.8      33.4
                -------------------------------------------------------------
    Operating
     income                                                   57.2      94.8
                -------------------------------------------------------------
    Financial
     expenses                                                  8.5      10.8
                -------------------------------------------------------------
    Net earnings                                              32.1      54.5
                -------------------------------------------------------------
                -------------------------------------------------------------
    Net earnings
     per share
      Basic                                                  $0.16     $0.27
      Diluted                                                $0.15     $0.26
    -------------------------------------------------------------------------


    Outlook

    During fiscal 2008, Couche-Tard will pursue its investments in order to
deploy the IMPACT program in approximately 400 stores and build or acquire
approximately 60 stores on a individual basis. The Company's capital budget
for the fiscal year 2008 is approximately $300.0 million, which Couche-Tard
plans to finance with its net cash provided by operating activities. The
Company is still confident to be able to carry out approximately 250 store
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
is confident to be able to increase its profitability during this fiscal year.

    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 5,637 convenience stores, 3,434 of which include motor fuel
dispensing, located in nine large geographic markets, including six in the
United States covering 29 states and three in Canada covering six provinces.
More than 45,000 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 November 20, 2007 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 1-800-732-9303 a few minutes before the
start of the call. For those unable to participate, a taped re-broadcast will
be available November 20, 2007 from 4:30 p.m. until November 27, 2007 at 11:59
p.m., by dialing 1-877-289-8525 - access code 21252180 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)

                                      12 weeks                24 weeks
    For the periods ended     October 14, October 15, October 14, October 15,
                                    2007        2006        2007        2006
    -------------------------------------------------------------------------
                                       $           $           $           $
    Revenues                     3,499.8     2,759.7     7,073.3     5,616.8
    Cost of sales                2,964.2     2,267.4     5,988.7     4,666.2
    -------------------------------------------------------------------------
    Gross profit                   535.6       492.3     1,084.6       950.6
    - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

    Operating, selling,
     administrative and
     general expenses              400.4       343.1       794.3       682.5
    Depreciation and
     amortization of
     property and equipment
     and other assets               41.1        28.3        78.8        56.1
    -------------------------------------------------------------------------
                                   441.5       371.4       873.1       738.6
    -------------------------------------------------------------------------
    Operating income                94.1       120.9       211.5       212.0
    Financial expenses              13.8         8.5        28.8        17.0
    -------------------------------------------------------------------------
    Earnings before income
     taxes                          80.3       112.4       182.7       195.0
    Income taxes (Note 9)           26.1        37.7        59.4        75.7
    -------------------------------------------------------------------------
    Net earnings                    54.2        74.7       123.3       119.3
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Net earnings per share
     (Note 4)
      Basic                         0.27        0.37        0.61        0.59
      Diluted                       0.26        0.36        0.59        0.57
    Weighted average number
     of shares (in thousands)    202,785     202,076     202,692     202,058
    Weighted average number
     of shares - diluted
     (in thousands)              207,978     208,027     208,074     208,076
    Number of shares
     outstanding at end of
     period (in thousands)       202,471     202,146     202,471     202,146
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (NOTE 2)
    (in millions of US dollars, unaudited)

                                      12 weeks                24 weeks
    For periods ended         October 14, October 15, October 14, October 15,
                                    2007        2006        2007        2006
    -------------------------------------------------------------------------
                                       $           $           $           $
    Net earnings                    54.2        74.7       123.3       119.3
    Other comprehensive income,
     net of income taxes
      Net change in unrealized
       gains (losses) on
       translating Canadian and
       corporate operations into
       the reporting currency       30.9         1.0        71.2        (7.3)
      Net change in unrealized
       gains on available-for-sale
       financial assets                -           -         0.1           -
    -------------------------------------------------------------------------
    Other comprehensive income      30.9         1.0        71.3        (7.3)
    -------------------------------------------------------------------------
    Comprehensive income            85.1        75.7       194.6       112.0
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    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 24-week periods ended                     October 14, October 15,
                                                            2007        2006
    -------------------------------------------------------------------------
                                                               $           $
    Balance, beginning of period                           352.3       351.0
    Issuance resulting from stock options
     exercised for cash                                      4.5         0.4
    Fair value of stock options exercised                    1.7         0.1
    Carrying value of Class A multiple voting
     shares and Class B subordinate voting shares
     repurchased and cancelled                              (0.9)          -
    Balance, end of period                                 357.6       351.5
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


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

    For the 24-week periods ended                     October 14, October 15,
                                                            2007        2006
    -------------------------------------------------------------------------
                                                               $           $
    Balance, beginning of period                            13.4         9.4
    Stock-based compensation (Note 6)                        2.0         1.7
    Fair value of stock options exercised                   (1.7)       (0.1)
    -------------------------------------------------------------------------
    Balance, end of period                                  13.7        11.0
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


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

    For the 24-week periods ended                     October 14, October 15,
                                                            2007        2006
    -------------------------------------------------------------------------
                                                               $           $
    Balance, beginning of period, as
     previously reported                                   681.9       505.0
    Impact of changes in accounting policies
     (Note 2)                                                0.9           -
    -------------------------------------------------------------------------
    Balance, beginning of period, as restated              682.8       505.0
    Net earnings                                           123.3       119.3
    -------------------------------------------------------------------------
                                                           806.1       624.3
    Dividends                                              (11.7)       (9.0)
    Excess of purchase price over carrying value
     of Class A multiple voting shares and Class B
     subordinate voting shares repurchased and cancelled    (5.2)          -
    -------------------------------------------------------------------------
    Balance, end of period                                 789.2       615.3
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------


    CONSOLIDATED STATEMENTS OF ACCUMULATED OTHER COMPREHENSIVE INCOME
    (NOTE 2)
    (in millions of US dollars, unaudited)

    For the 24-week periods ended                     October 14, October 15,
                                                            2007        2006
    -------------------------------------------------------------------------
                                                               $           $
    Balance, beginning of period, as previously
     reported (Note 2)                                      97.8       100.6
    Impact of changes in accounting policies (Note 2)        0.4           -
    -------------------------------------------------------------------------
    Balance, beginning of period, as restated               98.2       100.6
    Net changes in other comprehensive income during
     the period, net of income taxes                        71.3        (7.3)
    -------------------------------------------------------------------------
    Balance, end of period                                 169.5        93.3
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

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


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

                                      12 weeks                24 weeks
    For periods ended         October 14, October 15, October 14, October 15,
                                    2007        2006        2007        2006
    -------------------------------------------------------------------------
                                       $           $           $           $
    Operating activities
    Net earnings                    54.2        74.7       123.3       119.3
    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 and
       financing fees recorded
       in long-term debt            36.7        25.1        69.7        50.1
      Future income taxes            8.4         4.6        13.8         8.7
      Loss (gain) on disposal
       of property and equipment
       and other assets             (2.0)        1.0        (3.2)        3.0
      Deferred credits               2.8         2.0         7.7         7.0
      Other                          6.2         3.0         9.6         6.7
      Changes in non-cash
       working capital              16.8       (68.3)      (10.0)      (59.9)
    -------------------------------------------------------------------------
    Net cash provided by
     operating activities          123.1        42.1       210.9       134.9
    - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

    Investing activities
    Purchase of property
     and equipment                 (58.9)      (51.0)      (98.5)      (82.2)
    Proceeds from sale and
     leaseback transactions         21.8         1.0        32.5         6.2
    Proceeds from disposal
     of property and equipment
     and other assets                6.2         0.8        11.1         4.0
    Business acquisitions
     (Note 3)                       (3.7)     (103.8)      (57.5)     (243.7)
    Increase in other assets        (0.3)       (3.5)       (1.3)       (6.7)
    Deposit on business
     acquisition                       -       (14.0)          -       (14.0)
    Temporary investments              -        12.3           -        12.3
    Liabilities related to
     business acquisitions             -           -           -        (5.0)
    -------------------------------------------------------------------------
    Net cash used in
     investing activities          (34.9)     (158.2)     (113.7)     (329.1)
    - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

    Financing activities
    Increase in long-term debt         -       180.1        11.8       180.1
    Repurchase of Class A
     multiple voting shares and
     Class B subordinate voting
     shares                         (7.9)          -        (7.9)          -
    Dividends paid                 (11.7)       (9.0)      (11.7)       (9.0)
    Issuance of shares               0.4         0.5         4.5         0.5
    Repayment of long-term debt     (0.5)     (164.9)       (0.6)     (166.8)
    -------------------------------------------------------------------------
    Net cash (used in) provided
     by financing activities       (19.7)        6.7        (3.9)        4.8
    - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -
    Effect of exchange rate
     fluctuations on cash and
     cash equivalents                6.5         0.5        11.3       (1.2)
    -------------------------------------------------------------------------
    Net increase (decrease) in
     cash and cash equivalents      75.0      (108.9)      104.6      (190.6)
    Cash and cash equivalents,
     beginning of period           171.3       249.8       141.7       331.5
    -------------------------------------------------------------------------
    Cash and cash equivalents,
     end of period                 246.3       140.9       246.3       140.9
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Supplemental information:
      Interest paid                  7.9         3.5        30.8        20.6
      Income taxes paid              7.6        21.6        19.6        25.3
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

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


    CONSOLIDATED BALANCE SHEETS
    (in millions of US dollars)

                                                           As at       As at
                                                      October 14,   April 29,
                                                            2007        2007
                                                      (unaudited)         (1)
    -------------------------------------------------------------------------
                                                               $           $
    Assets
    Current assets
      Cash and cash equivalents                            246.3       141.7
      Accounts receivable                                  239.5       199.0
      Inventories                                          430.1       382.1
      Prepaid expenses                                      15.9        13.5
      Future income taxes                                   21.4        22.7
    -------------------------------------------------------------------------
                                                           953.2       759.0
    Property and equipment                               1,750.1     1,671.6
    Goodwill                                               407.1       373.8
    Trademarks and licenses                                168.7       168.7
    Deferred charges                                        14.0        25.8
    Other assets                                            42.4        43.4
    Future income taxes                                      0.6         0.9
    -------------------------------------------------------------------------
                                                         3,336.1     3,043.2
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    Liabilities
    Current liabilities
      Accounts payable and accrued liabilities             785.1       740.3
      Income taxes payable                                  78.7        46.6
      Current portion of long-term debt                      1.2         0.5
      Future income taxes                                    0.1         0.1
    -------------------------------------------------------------------------
                                                           865.1       787.5
    Long-term debt                                         854.3       869.5
    Deferred credits and other liabilities                 192.7       161.9
    Future income taxes                                     94.0        78.9
    -------------------------------------------------------------------------
                                                         2,006.1     1,897.8
    -------------------------------------------------------------------------

    Shareholders' equity
    Capital stock                                          357.6       352.3
    Contributed surplus                                     13.7        13.4
    Retained earnings (Note 2)                             789.2       681.9
    Accumulated other comprehensive income (Note 2)        169.5        97.8
    -------------------------------------------------------------------------
                                                         1,330.0     1,145.4
    -------------------------------------------------------------------------
                                                         3,336.1     3,043.2
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    (1) The balance sheet as of April 29, 2007 has been derived from the
        audited consolidated financial statements at that date but does not
        include all of the information and footnotes required by Canadian
        Generally Accepted Accounting Principles for complete financial
        statements.

        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 amounts, 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 and were not the object of 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 29, 2007, 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 2007 Annual Report (the 2007 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

    Financial Instruments - Recognition and Measurement

    On April 30, 2007, the Company adopted Canadian Institute of Chartered
Accountants (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 was implemented retroactively without restatement of prior
periods financial statements.
    The Company made the following classifications:


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

    Cash and cash           Held-for-trading      Fair value    Net earnings
     equivalents
    Accounts receivable            Loans and  Amortized cost    Net earnings
                                 receivables
    Investments in        Available-for-sale      Fair value           Other
     publicly-traded                                           comprehensive
     securities                                                       income
    Bank indebtedness        Other financial   Amortized cost   Net earnings
     and long-term debt          liabilities
    Accounts payable         Other financial   Amortized cost   Net earnings
     and accrued                 liabilities
     liabilities

    (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 24-week
period ended October 14, 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 24-week period ended October 14, 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 Notes 4 and 23 of the consolidated financial statements
included in the 2007 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. BUSINESS ACQUISITIONS

    Effective June 5, 2007, the Company purchased 28 company-operated stores
and five land parcels from Sterling Stores LLC. The acquired stores operate
under the Sterling banner in northwest Ohio, United States.
    In addition, during the 24-week period ended October 14, 2007, the Company
purchased seven stores, including one from an affiliated, through seven
distinct transactions.
    These acquisitions were settled for a total cash consideration of $57.5,
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 assets acquired, 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                                                        3.3
      Property and equipment                                            51.2
    -------------------------------------------------------------------------
    Total tangible assets                                               54.5
    -------------------------------------------------------------------------
    Liabilities assumed
      Accounts payable and accrued liabilities                           0.3
      Deferred credits and other liabilities                             0.5
    -------------------------------------------------------------------------
    Total liabilities                                                    0.8
    -------------------------------------------------------------------------
    Net tangible assets acquired                                        53.7
    -------------------------------------------------------------------------
    Non-compete agreements                                               1.0
    Goodwill                                                             2.8
    -------------------------------------------------------------------------
    Total consideration paid, including direct acquisition costs        57.5
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------

    The Company expects that approximately $2.8 of the goodwill related to
these transactions will be deductible for tax purposes.


    4. NET EARNINGS PER SHARE

                         12-week period                12-week period
                     ended October 14, 2007        ended October 15, 2006
                -------------------------------------------------------------
                                                          Weighted
                            Weighted                       average
                             average                     number of
                           number of       Net              shares       Net
                              shares  earnings                 (in  earnings
                       Net  (in thou-      per       Net      thou-      per
                  earnings     sands)    share  earnings     sands)    share
                -------------------------------------------------------------
                         $                   $         $                   $
    Basic net
     earnings
     attributable
     to Class A
     and B
     shareholders     54.2   202,785      0.27      74.7   202,076      0.37
    Dilutive
     effect of
     stock
     options                   5,193     (0.01)              5,951     (0.01)
                -------------------------------------------------------------
    Diluted net
     earnings
     available
     for Class A
     and B
     shareholders     54.2   207,978      0.26      74.7   208,027      0.36
                -------------------------------------------------------------
                -------------------------------------------------------------


                         24-week period                24-week period
                     ended October 14, 2007        ended October 15, 2006
                -------------------------------------------------------------
                            Weighted                      Weighted
                             average                       average
                           number of       Net           number of       Net
                              shares  earnings              shares  earnings
                       Net  (in thou-      per       Net  (in thou-      per
                  earnings     sands)    share  earnings     sands)    share
                -------------------------------------------------------------
                         $                   $         $                   $
    Basic net
     earnings
     attribu-
     table to
     Class A
     and B
     shareholders    123.3   202,692      0.61     119.3   202,058      0.59
    Dilutive
     effect of
     stock
     options                   5,382     (0.02)              6,018     (0.02)
                -------------------------------------------------------------
    Diluted net
     earnings
     available
     for Class A
     and B
     shareholders    123.3   208,074      0.59     119.3   208,076      0.57

                -------------------------------------------------------------
                -------------------------------------------------------------

    A total of 591,525 stock options are excluded from the calculation of the
diluted net earnings per share due to their antidilutive effect for the 12 and
24-week periods ended October 14, 2007. There are 229,240 stock options
excluded from the calculation for the 12 and 24-week periods ended October 15,
2006.

    5. CAPITAL STOCK

    As at October 14, 2007, the Company has 56,169,912 (56,185,812 as at
October 15, 2006) issued and outstanding Class A multiple voting shares each
comprising ten votes per share and 146,301,034 (145,960,182 as at October 15,
2006) outstanding Class B subordinate voting shares each comprising one vote
per share.

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

    As at October 14, 2007, 8,758,515 stock options for the purchase of
Class B subordinate voting shares are outstanding (9,194,320 as at October 15,
2006). These stock options can be gradually exercised at various dates until
May 15, 2017, at an exercise price varying from Cdn$2.38 to Cdn$25.71. Three
series of stock options totaling 95,000 stock options at exercise prices
ranging from Cdn$23.35 to Cdn$23.54 were granted since the beginning of the
fiscal year.
    For the 12 and 24-week periods ended October 14, 2007, the stock-based
compensation costs amount to $0.9 and $2.0, respectively. For the 12 and      
24-week periods ended October 15, 2006, the stock-based compensation costs
amount to $0.7 and $1.7, respectively.
    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 4.23%;
    - expected life of 8 years;
    - expected volatility of 32%;
    - expected quarterly dividend of Cdn$0.03 per share.

    The weighted average fair value of stock options granted since the
beginning of the year is Cdn$10.06 (Cdn$11.70 as at October 15, 2006). A
description of the Company's stock-based compensation plan is included in
Note 20 of the consolidated financial statements presented in the 2007 Annual
Report.

    7. EMPLOYEE FUTURE BENEFITS

    For the 12 and 24-week periods ended October 14, 2007, the Company's total
net pension expense included in its consolidated statement of earnings amounts
to $1.4 and $2.8, respectively. For the corresponding 12 and 24-week periods
ended October 15, 2006, the expense is $1.2 and $2.4, respectively. The
Company's pension plans are described in Note 21 of the consolidated financial
statements presented in the 2007 Annual Report.

    8. 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, services and motor fuel through company-operated
stores or franchise and affiliated 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 October 14, 2007        ended October 15, 2006
                -------------------------------------------------------------
                    United                        United
                    States    Canada     Total    States    Canada     Total
                -------------------------------------------------------------
                         $         $         $         $         $         $
    External
     customer
     revenues (a)
    Merchandise
     and services    835.7     425.3   1,261.0     704.5     371.4   1,075.9
    Motor fuel     1,954.4     284.4   2,238.8   1,451.8     232.0   1,683,8
                -------------------------------------------------------------
                   2,790.1     709.7   3,499.8   2,156.3     603.4   2,759.7
                -------------------------------------------------------------
                -------------------------------------------------------------
    Gross Profit
    Merchandise
     and services    277.4     149.2     426.6     237.1     130.0     367.1
    Motor fuel        90.0      19.0     109.0     112.3      12.9     125.2
                -------------------------------------------------------------
                     367.4     168.2     535.6     349.4     142.9     492.3
                -------------------------------------------------------------
                -------------------------------------------------------------
    Property
     and equip-
     ment and
     goodwill (a)  1,626.8     530.4   2,157.2   1,050.6     444.7   1,495.3
                -------------------------------------------------------------
                -------------------------------------------------------------


                         24-week period                24-week period
                     ended October 14, 2007        ended October 15, 2006
                -------------------------------------------------------------
                    United                        United
                    States    Canada     Total    States    Canada     Total
                -------------------------------------------------------------
                         $         $         $         $         $         $
    External
     customer
     revenues (a)
    Merchandise
     and services  1,674.2     849.4   2,523.6   1,410.0     759.1   2,169.1
    Motor fuel     3,976.7     573.0   4,549.7   2,972.5     475.2   3,447.7
                -------------------------------------------------------------
                   5,650.9   1,422.4   7,073.3   4,382.5   1,234.3   5,616.8
                -------------------------------------------------------------
                -------------------------------------------------------------
    Gross Profit
    Merchandise
     and services    551.2     296.7     847.9     474.3     265.4     739.7
    Motor fuel       199.5      37.2     236.7     182.6      28.3     210.9
                -------------------------------------------------------------
                     750.7     333.9   1,084.6     656.9     293.7     950.6
                -------------------------------------------------------------
                -------------------------------------------------------------

    (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.


    9. INCOME TAXES

    On June 9, 2006, the Government of Québec adopted Bill 15 in the National
Assembly of Québec, regarding amendments to the Taxation Act and other
legislative provisions. As a result, for the 12-week period ended July 23,
2006, the Company has recorded an unusual retroactive income tax expense of
$9.9. This legislative modification will not have a significant impact on the
effective income tax rate of the Company in the future.

    10. RECENTLY ISSUED ACCOUNTING STANDARDS NOT YET IMPLEMENTED

    Capital disclosures and financial instruments disclosures and
    presentation

    In December 2006, the CICA issued three new standards: Section 3862
"Financial Instruments - Disclosures", Section 3863 "Financial Instruments -
Presentation" and Section 1535 "Capital Disclosures". These three new
standards are applicable to fiscal years beginning on or after October 1st ,
2007.
    Section 3862 describes the required disclosures related to the
significance of financial instruments on the entity's financial position and
performance and the nature and extent of risks arising from financial
instruments to which the entity is exposed and how the entity manages those
risks. This Section complements principles of recognition, measurement and
presentation of financial instruments of Section 3855 "Financial Instruments -
Recognition and Measurement", 3863 "Financial Instruments - Presentation" and
3865 "Hedges".
    Section 3863 establishes standards for presentation of financial
instruments and non-financial derivatives. It complements standards of
Section 3861 "Financial Instruments - Disclosure and Presentation".
    Section 1535 establishes standards for disclosing information about an
entity's capital and how it is managed to enable users of financial statements
to evaluate the entity's objectives, policies and procedures for managing
capital.
    The Company will implement these three new standards in its first quarter
of fiscal year 2009 and is currently evaluating the impact of their adoption
on its consolidated financial statements.

    Inventories

    In June 2007, the CICA issued Handbook Section 3031 "Inventories", in
replacing 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. Finally, 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 is applicable to fiscal years beginning on or after
January 1st , 2008. The difference in the measurement of opening inventory may
be applied to the opening inventory for the period, with an adjustment to
opening retained earnings without prior periods being restated, or
retrospectively with a restatement of prior periods. The Company will
implement this standard in its first quarter of fiscal year 2009 and is
currently evaluating the impact of its adoption on its consolidated financial
statements.

    11. COMPARATIVE FIGURES

    Certain comparative figures have been reclassified to comply with the
presentation adopted in the current year.
    




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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