EXHIBIT 10.29
LOCK-UP AGREEMENT
THIS LOCK-UP AGREEMENT ("Agreement") dated as of June 24, 1999, between Group 1 Automotive,
Inc., a Delaware corporation (the "Company") and the undersigned holder ("Stockholder") of Common Stock of
the Company.
WHEREAS, the Company has requested that the Stockholder agree not to sell any shares of Common Stock of
the Company until July 15, 2000, except in an offering registered with the Securities and Exchange Commission
("SEC") initiated by the Company; and
WHEREAS, in consideration of Stockholder agreeing not to sell shares of Common Stock of the Company, the
Company has agreed to initiate an offering registered with the SEC of a portion of the shares of Common Stock
of the Company held by Stockholder.
NOW, THEREFORE, for and in consideration of the above premises and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as
follows.
1. Stockholder is the beneficial owner of the number of shares of Common Stock of the Company set forth after
his name on Schedule I attached hereto and desires to sell up to the number of shares of Common Stock of the
Company set forth after his name on Schedule I attached hereto in an offering registered with the SEC.
2. Stockholder hereby irrevocably agrees, except for the number of shares of the Company set forth after his
name on Schedule I attached hereto to be included in a registration statement to be filed with the SEC and sold in
an offering registered with the SEC as shall be determined by the Company, that Stockholder will not, directly or
indirectly, sell, lend, offer, contract to sell, transfer the economic risk of ownership in, make any short sale, pledge
or otherwise dispose of or transfer any shares of Common Stock or any securities convertible into or
exchangeable or exercisable for or any other rights to purchase or acquire Common Stock without the prior
written consent of the Company for a period from the date hereof until