Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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: 3235-0362
Expires: January 31, 2005
Estimated average burden hours per response... 1.0

1. Name and Address of Reporting Person *
Kimrey Michelle M
 2. Issuer Name and Ticker or Trading Symbol
O REILLY AUTOMOTIVE INC [ORLY] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP Finance
(Last)
(First)
(Middle)

233 SOUTH PATTERSON AVE		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2005
(Street)


SPRINGFIELD, MO 65802		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Reporting
(check applicable line)

_X_ Form Filed by One Reporting Person
___ 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 at end of Issuer's Fiscal Year
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Stock 12/31/2005 12/31/2005 J 107 A $ (1) 6,940 I Indirectly through the Company's 401K Plan.
Common Stock 12/31/2005 12/31/2005 J 104 A $ (2) 2,226 D  
Common Stock 12/31/2005 12/31/2005 J 114 A $ 11.915 (3) 1,598 D  
Common Stock 12/31/2005 12/31/2005 J 72 A $ 19.58 (3) 1,670 D  
Common Stock 12/31/2005 12/31/2005 J 92 A $ 24.585 (3) 1,762 D  
Common Stock 12/31/2005 12/31/2005 J 114 D $ 11.915 (4) 416 I Held in escrow under the Company's Performance Incentive Plan for 2002.
Common Stock 12/31/2005 12/31/2005 J 72 D $ 19.58 (5) 344 I Held in escrow under the Company's Performance Incentive Plan for 2003.
Common Stock 12/31/2005 12/31/2005 J 92 D $ 24.585 (6) 252 I Held in escrow under the Company's Performance Incentive Plan for 2004.

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 2270 (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 at End of Issuer's Fiscal Year
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Kimrey Michelle M
233 SOUTH PATTERSON AVE
SPRINGFIELD, MO 65802		       VP Finance  

Signatures

Michelle Kimrey 02/14/2006
**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) Change in shares held under the Company's 401K Plan for the year ended 12/31/05.
(2) Change in shares held under the Company's Employee Stock Purchase Plan for the year ended 12/31/05.
(3) Direct ownership increased by 278 shares that were released on December 31, 2005 from the 2002, 2003 and 2004 Performance Incentive Plan Escrow account.
(4) The 2002 Performance Incentive Plan award relates to fiscal year 2002. Shares released in December 2005, that pertained to the 2002 Performance Incentive Plan are now reflected in direct ownership, see footnote 3.
(5) The 2003 Performance Incentive Plan award relates to fiscal year 2003. Shares released in December 2005, that pertained to the 2003 Performance Incentive Plan are now reflected in direct ownership, see footnote 3.
(6) The 2004 Performance Incentive Plan award relates to fiscal year 2004. Shares released in December 2005, that pertained to the 2004 Performance Incentive Plan are now reflected in direct ownership, see footnote 3.

Note: File three copies of this Form, one of which must be manually signed. If space provided 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.