Pep Boys Reaches Agreement with Barington Group to Reconstitute Board; Schedules 2006 Annual Meeting

The Company also announced that director Benjamin Strauss, son ofPep Boys founder Maurice "Moe" Strauss, retired from the Board ofDirectors in accordance with the Board's mandatory retirement agepolicy. Additionally, director Malcolmn D. Pryor resigned from theBoard, citing no longer being eligible to serve on any Boardcommittees under NYSE rules as a consequence of his son's recenthiring by the Company's independent auditors.

Chairman and Interim CEO William Leonard said, "On behalf of theentire Board, our more than 20,000 associates and all of Pep Boys'constituents, I want to extend our heartfelt thanks to Ben, who hasserved Pep Boys' interests faithfully and tirelessly for his entireadult life, as an officer and as a director. He will be sorelymissed." He continued, "We are sorry to accept Malcolmn's resignation,and thank him for the commitment that he has always shown Pep Boysduring his 12 years of service."

The Board has reached an agreement with a group of investors ledby Barington Capital Group, L.P., collectively holding approximately9.9% of the Company's outstanding shares. Under the terms of theagreement, the Company has agreed to, among other things, appoint fournew directors proposed by the Barington group to the Board, which hasbeen increased in size to 10 directors, and make certain amendments toits shareholder rights agreement. The Barington group has agreed notto nominate persons for election as directors at the 2006 AnnualMeeting and to support the reelection of the remaining six incumbentdirectors, as well as to abide by customary standstill provisions.

To fill the vacancies created by the increase in the size of theBoard and the recent resignations by Messrs. Strauss, Pryor andLawrence Stevenson, the Company's former CEO, Max L. Lukens, James A.Mitarotonda and James A. Williams have joined the Board, effectiveimmediately. Alan S. Bernikow has been chosen to join the Boardsubject to required approval by his former employer. Should Mr.Bernikow not receive the necessary approval, or if he is unable toserve for any other reason, then the Barington group will proposeanother person to fill the Board vacancy. At our 2006 Annual Meetingin October, Messrs. Bernikow, Lukens, Mitarotonda and Williams,together with current directors William Leonard, M. Shan Atkins, PeterA. Bassi, Robert H. Hotz, Jane Scaccetti and John T. Sweetwood, willstand for re-election to serve until the 2007 Annual Meeting ofShareholders.

Mr. Leonard commented, "We are pleased to add new directors ofthis caliber to the Board. Their collective knowledge and experienceis certain to assist Pep Boys in accelerating the success of itsturn-around strategy."

Mr. Mitarotonda, the Chairman and CEO of Barington Capital Group,L.P., noted, "As one of Pep Boys' largest shareholders, we areencouraged by the latest actions the Board has taken. I look forwardto working with my fellow directors toward improving the operationsand performance of the Company for the benefit of all of the Company'sshareholders."

Mr. Bernikow is the retired Deputy Chief Executive Officer ofDeloitte & Touche LLP and currently serves on the Board of Directorsof Casual Male Retail Group, Inc., Revlon, Inc., Mack-Cali RealtyCorporation and UBS Global Asset Management Inc.

Mr. Lukens brings executive level experience to the Board, havingserved as the CEO, President and Chairman of both Stewart & StevensonServices, Inc, a manufacturer of military tactical vehicles, and BakerHughes Incorporated, an international oilfield services company. Healso has 10 years of auditing experience with Deloitte Haskins &Sells, one of the predecessor firms to Deloitte & Touche LLP. Hecurrently serves on the Board of Directors of NCI Building Systems,Inc. and Westlake Chemical Corporation.

Mr. Mitarotonda is the Chairman and CEO of Barington CapitalGroup, L.P., an investment firm with a focus on concentrated valueinvesting. He has more than 25 years of experience in both the retailand financial services sectors. He currently serves on the Board ofDirectors of A. Schulman, Inc., Dynabazaar, Inc. and L Q Corporation,Inc.

Mr. Williams is the President and CEO of Gold Toe Brands, Inc. Hecurrently serves on the Board of Directors of Gold Toe Corporation,the parent company of Gold Toe Brands, Inc., and Powerlinx, Inc., andis the former Chairman of Maidenform Worldwide, Inc.

About Pep Boys:

Pep Boys has 593 stores and more than 6,000 service bays in 36states and Puerto Rico. Along with its vehicle repair and maintenancecapabilities, the Company also serves the commercial auto partsdelivery market and is one of the leading sellers of replacement tiresin the United States. Customers can find the nearest location bycalling 1-800 -PEP-BOYS or by visiting pepboys.com.

About Barington:

Barington Capital Group, L.P. is an investment management firmthat primarily invests in undervalued, small and mid-capitalizationcompanies. Barington and its principals are experienced value-addedinvestors who have taken active roles in assisting companies increating or improving shareholder value.

Certain statements contained herein constitute "forward-lookingstatements" within the meaning of The Private Securities LitigationReform Act of 1995. The word "guidance," "expect," "anticipate,""estimates," "forecasts" and similar expressions are intended toidentify such forward-looking statements. Forward-looking statementsinclude management's expectations regarding future financialperformance, automotive aftermarket trends, levels of competition,business development activities, future capital expenditures,financing sources and availability and the effects of regulation andlitigation. Although the Company believes that the expectationsreflected in such forward-looking statements are based on reasonableassumptions, it can give no assurance that its expectations will beachieved. The Company's actual results may differ materially from theresults discussed in the forward-looking statements due to factorsbeyond the control of the Company, including the strength of thenational and regional economies, retail and commercial consumers'ability to spend, the health of the various sectors of the automotiveaftermarket, the weather in geographical regions with a highconcentration of the Company's stores, competitive pricing, thelocation and number of competitors' stores, product and labor costsand the additional factors described in the Company's filings with theSEC. The Company assumes no obligation to update or supplementforward-looking statements that become untrue because of subsequentevents.