FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2005 Estimated average burden hours per response... 0.5

(Print or Type Responses)

1. Name and Address of Reporting Person * ESL INVESTMENT MANAGEMENT LLC   2. Issuer Name and Ticker or Trading Symbol AUTONATION INC /FL [AN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 200 GREENWICH AVE 3. Date of Earliest Transaction (Month/Day/Year) 04/19/2006 (Street) GREENWICH, CT 06830 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) ___ Form filed by One Reporting Person _X_ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock, par value $0.01 per share 04/19/2006   S(1)   13,362,883 D $ 23 37,230,401 I See footnotes (2) (9) Common Stock, par value $0.01 per share 04/19/2006   S(1)   90,411 D $ 23 251,894 I See footnotes (3) (9) Common Stock, par value $0.01 per share 04/19/2006   S(1)   4,496,756 D $ 23 12,528,441 I See footnotes (4) (9) Common Stock, par value $0.01 per share 04/19/2006   S(1)   2,329,409 D $ 23 6,489,980 I See footnotes (5) (9) Common Stock, par value $0.01 per share 04/19/2006   S(1)   25,270 D $ 23 70,403 I See footnotes (6) (9) Common Stock, par value $0.01 per share 04/19/2006   S(1)   982 D $ 23 2,735 I See Footnotes (7) (9) Common Stock, par value $0.01 per share 04/19/2006   S(1)   48,133 D $ 23 134,102 D (8) (9)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
ESL INVESTMENT MANAGEMENT LLC 200 GREENWICH AVE GREENWICH, CT 06830		X
RBS PARTNERS L P /CT ONE LAFAYETTE PLACE GREENWICH, CT 06830		X
LAMPERT EDWARD S	X	X
CROWLEY WILLIAM C 110 SE 6TH ST.- 20TH FLOOR FT. LAUDERDALE, FL 33301	X	X
RBS INVESTMENT MANAGEMENT LLC 200 GREENWICH AVE GREENWICH, CT 06830		X

Signatures

Theodore W. Ullyot, EVP & General Counsel		04/21/2006
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	These shares of common stock, par value $0.01 per share ("Shares"), of AutoNation, Inc. (the "Issuer") were sold to the Issuer in a tender offer.
(2)	These Shares are held by ESL Partners, L.P. ("Partners").
(3)	These Shares are held by ESL Institutional Partners, L.P. ("Institutional").
(4)	These Shares are held by ESL Investors, L.L.C. ("Investors").
(5)	These Shares are held by CBL Partners, L.P. ("CBL").
(6)	These Shares are held by ESL Investment Management, LLC ("ESLIM").
(7)	These Shares are held by Tynan, LLC ("Tynan").
(8)	These Shares are held by ESL Investments, Inc. ("Investments"). The 134,102 Shares reported are held directly by Investments. This number does not include the following additional Shares as to which Investments may be deemed to have a pecuniary interest: 37,230,401 Shares held by Partners, 251,894 Shares held by Institutional, 12,528,441 Shares held by Investors and 6,489,980 Shares held by CBL.
(9)	This Form 4 is filed on behalf of a group consisting of Partners, Institutional, Investors, CBL, ESLIM, Tynan, Investments, RBS Partners, L.P. ("RBS"), RBS Investment Management, LLC ("RBSIM"), Edward S. Lampert and William C. Crowley. RBS is the general partner of Partners and the managing member of Investors. RBSIM is the general partner of Institutional. Investments is the general partner of RBS and CBL and the manager of RBSIM. Mr. Lampert is the Chairman, Chief Executive Officer and Director of Investments and the managing member of ESLIM. Mr. Crowley is the President and Chief Operating Officer of Investments and the sole member of Tynan. Because the Securities and Exchange Commission cannot accept more than ten reporting persons in a Form 4 filing, Investments, Partners, Institutional, Investors, CBL and Tynan are included as reporting persons on a separately filed Form 4 containing the same information as this filing.
Remarks: Pursuant to Rule 16a-1(a)(2)(ii)(B) under the Securities Exchange Act of 1934, as amended (the "Act"), each of the Reporting  Persons may be deemed to be the beneficial owner of the securities reported herein only to the extent of his or its  pecuniary interest therein. Pursuant to Rule 16a-1(a)(4) under the Act, this filing shall not be deemed an admission that  the any of the Reporting Persons is, for purposes of Section 16 of the Act or otherwise, the beneficial owner of any  securities reported herein in excess of such amount.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.