CHICAGO--(BUSINESS WIRE)--AMCON Distributing Company (“AMCON”) (AMEX: DIT), an Omaha, Nebraska based consumer products company is pleased to announce fully diluted earnings per share of $1.63 for the third fiscal quarter ended June 30, 2008.

“This quarter’s performance was exceptional when all the external factors are taken into consideration. We experienced catastrophic floods in our market, all time record fuel prices and an overall declining economy. Despite this adverse background, our team was able to turn in another strong performance. Our corporate focus on delivering superior service to our customers continues to differentiate AMCON and as a result we were able to gain new customers in our wholesale segment and continue to show leadership in retail,” said Christopher Atayan, AMCON’s Chairman and Chief Executive Officer. “We emphasize fundamentals and that is why we can adapt in difficult conditions. Our banks recognized this and renewed our credit facility one year early.”

AMCON reported revenues of $213.6 million in its Wholesale Distribution business and operating income before depreciation and amortization of $3.5 million in the third fiscal quarter. AMCON’s Retail Health Food business reported revenues of $9.8 million and operating income before depreciation and amortization of $0.9 million.

Kathleen Evans, President of AMCON’s Wholesale Distribution business commented, “Our managers worked diligently to make sure our customer base in the flood impacted areas experienced minimal disruptions. Clearly the fuel environment is challenging for us, our customers and their retail consumers. We are working closely with our vendors and customers to create value added propositions that we believe enable the consumer to stretch their budget and enhance loyalty.”

Eric Hinkefent, President of AMCON’s Retail Health Food business commented, “The market for natural products continues to be strong. We are committed to investing in our stores to maintain our position as the quality leader. We were especially pleased with the reintroduction of our website at our Akins subsidiary www.akins.com.”

Income from continuing operations before income taxes was $1.5 million for the third fiscal quarter ended June 30, 2008 compared to $1.6 million in the comparable period in the prior year. The litigation matters that were resolved in the prior fiscal year have reduced our professional and legal costs during the period with significantly higher fuel costs partially offsetting that decrease. Additionally, interest expense decreased during the period because of lower borrowings and interest rates.

“We are aggressively managing expenses in this tough environment,” commented Andrew Plummer AMCON’s Chief Financial Officer. “We are especially pleased to announce that we were able to renew our credit facility one year early and extend it for another three years. This is a testament to our conservative financial posture given the tight credit markets. There is a direct correlation between our liquidity and our ability to develop opportunities for our customers.”

AMCON is a leading wholesale distributor of consumer products, including beverages, candy, tobacco, groceries, food service, frozen and chilled foods, and health and beauty care products with distribution centers in Illinois, Missouri, Nebraska, North Dakota and South Dakota. Chamberlin's Natural Foods, Inc. and Health Food Associates, Inc., both wholly-owned subsidiaries of The Healthy Edge, Inc., operate health and natural product retail stores in central Florida (6), Kansas, Missouri, Nebraska and Oklahoma (4). The retail stores operate under the names Chamberlin's Market & Cafe and Akins Natural Foods Market.

This news release contains forward-looking statements that are subject to risks and uncertainties and which reflect management's current beliefs and estimates of future economic circumstances, industry conditions, Company performance and financial results. A number of factors could affect the future results of the Company and could cause those results to differ materially from those expressed in the Company's forward-looking statements including, without limitation, availability of sufficient cash resources to conduct its business and meet its capital expenditures needs and the other factors described under Item 1.A. of the Company’s Annual Report on Form 10-K. Moreover, past financial performance should not be considered a reliable indicator of future performance. Accordingly, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 with respect to all such forward-looking statements.

Visit AMCON Distributing Company's web site at: www.amcon.com

AMCON Distributing Company and Subsidiaries Condensed Consolidated Balance Sheets June 30, 2008 and September 30, 2007
		June 2008			September
		(Unaudited)			2007
ASSETS
Current assets:
Cash		$	646,696		$	717,554
Accounts receivable, less allowance for doubtful accounts of $0.5 million and $0.3 million, respectively			25,537,979			27,848,938
Inventories, net			37,730,061			29,738,727
Deferred income taxes			1,588,880			1,446,389
Current assets of discontinued operations			3,485			18,897
Prepaid and other current assets			4,261,048			5,935,208
Total current assets			69,768,149			65,705,713
Property and equipment, net			11,080,791			11,190,768
Goodwill			5,848,808			5,848,808
Other intangible assets, net			3,373,269			3,400,070
Deferred income taxes			625,261			2,768,043
Non-current assets of discontinued operations			2,057,033			2,057,033
Other assets			1,346,397			1,093,150
		$	94,099,708		$	92,063,585
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable		$	15,017,107		$	15,253,562
Accrued expenses			5,176,143			5,293,923
Accrued wages, salaries and bonuses			1,654,009			2,202,594
Income taxes payable			197,407			367,773
Current liabilities of discontinued operations			4,199,466			4,035,863
Current maturities of credit facility			3,046,000			3,046,000
Current maturities of long-term debt			726,548			568,024
Total current liabilities			30,016,680			30,767,739
Credit facility, less current maturities			35,354,698			35,808,180
Long-term debt, less current maturities			6,794,247			7,123,453
Noncurrent liabilities of discontinued operations			6,542,310			6,542,310
Series A cumulative, convertible preferred stock, $.01 par value 100,000 shares authorized and issued, liquidation preference $25.00 per share			2,438,355			2,438,355
Series B cumulative, convertible preferred stock, $.01 par value 80,000 shares authorized and issued, liquidation preference $25.00 per share			1,857,645			1,857,645
Series C cumulative, convertible preferred stock, $.01 par value 80,000 shares authorized and issued, liquidation preference $25.00 per share			1,982,372			1,982,372
Commitments and contingencies
Shareholders' equity:
Preferred stock, $0.01 par, 1,000,000 shares authorized, 260,000 shares outstanding and issued in Series A, B and C referred to above		-			-
Common stock, $.01 par value, 3,000,000 shares authorized, 568,564 shares outstanding at June 2008 and 529,436 shares outstanding at September 2007			5,686			5,295
Additional paid-in capital			6,817,726			6,396,131
Retained earnings (deficit)			2,289,989			(857,895)
Total shareholders' equity			9,113,401			5,543,531
		$	94,099,708		$	92,063,585

AMCON Distributing Company and Subsidiaries Condensed Consolidated Unaudited Statements of Operations for the three and nine months ended June 30, 2008 and 2007
		For the three months ended June							For the nine months ended June
		2008			2007				2008			2007
					(As Restated) /1/							(As Restated) /1/
Sales (including excise taxes of $53.6 million and $54.5 million, and $151.5 million and $152.5 million, respectively)		$	223,397,392		$	220,072,350			$	624,472,299		$	630,615,000
Cost of sales			207,135,083			203,027,613				577,272,429			583,227,961
Gross profit			16,262,309			17,044,737				47,199,870			47,387,039
Selling, general and administrative expenses			12,959,518			12,950,796				37,866,602			38,401,805
Depreciation and amortization			340,983			450,902				1,043,266			1,364,949
			13,300,501			13,401,698				38,909,868			39,766,754
Operating income			2,961,808			3,643,039				8,290,002			7,620,285
Other expense (income):
Interest expense			635,523			1,176,313				2,354,883			3,682,951
Other (income), net			(17,958	)		(81,510	)			(90,437	)		(144,816	)
			617,565			1,094,803				2,264,446			3,538,135
Income from continuing operations before income tax expense			2,344,243			2,548,236				6,025,556			4,082,150
Income tax expense			857,000			995,000				2,226,000			1,586,000
Income from continuing operations			1,487,243			1,553,236				3,799,556			2,496,150
Discontinued operations
Gain on disposal of discontinued operations, net of income tax expense of $0.6 million		-				-			-				829,090
Loss from discontinued operations, net of income tax (benefit) of ($0.1) million and ($0.1) million, and ($0.2) million and ($0.3) million, respectively			(98,441	)		(131,740	)			(291,881	)		(514,070	)
(Loss) income on discontinued operations			(98,441	)		(131,740	)			(291,881	)		315,020
Net income			1,388,802			1,421,496				3,507,675			2,811,170
Preferred stock dividend requirements			(104,386	)		(104,386	)			(314,306	)		(313,158	)
Net income available to common shareholders		$	1,284,416		$	1,317,110			$	3,193,369		$	2,498,012
Basic earnings (loss) per share available to common shareholders:
Continuing operations		$	2.57		$	2.75			$	6.50		$	4.14
Discontinued operations			(0.18	)		(0.25	)			(0.54	)		0.60
Net basic earnings per share available to common shareholders		$	2.39		$	2.50			$	5.96		$	4.74
Diluted earnings (loss) per share available to common shareholders:
Continuing operations		$	1.75		$	1.80			$	4.46		$	2.91
Discontinued operations			(0.12	)		(0.15	)			(0.34	)		0.37
Net diluted earnings per share available to common shareholders		$	1.63		$	1.65			$	4.12		$	3.28
Weighted average shares outstanding:
Basic			537,064			527,062				536,002			527,062
Diluted			851,911			862,598				850,898			858,085

AMCON Distributing Company and Subsidiaries Condensed Consolidated Unaudited Statements of Cash Flows for the nine months ended June 30, 2008 and 2007
		2008				2007
						(As restated) /1/
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income		$	3,507,675			$	2,811,170
Deduct: (Loss) income from discontinued operations, net of tax			(291,881	)			315,020
Income from continuing operations			3,799,556				2,496,150
Adjustments to reconcile net income from continuing operations to net cash flows from operating activities:
Depreciation			1,016,465				1,335,149
Amortization			26,801				29,800
(Gain) on sale of property and equipment			(36,417	)			(16,667	)
Stock based compensation			302,350				37,800
Deferred income taxes			2,000,291				1,815,598
Provision (benefit) for losses on doubtful accounts			238,000				(93,192	)
Provision for losses on inventory obsolescence			118,976				148,568
Changes in assets and liabilities:
Accounts receivable			2,072,959				1,255,235
Inventories			(8,110,310	)			(1,500,965	)
Prepaid and other current assets			1,674,160				(1,001,873	)
Other assets			(253,247	)			96,420
Accounts payable			(236,455	)			(2,310,087	)
Accrued expenses and accrued wages, salaries and bonuses			(666,365	)			563,828
Income tax payable			(170,366	)			(13,220	)
Net cash flows from operating activities - continuing operations			1,776,398				2,842,544
Net cash flows from operating activities - discontinued operations			(112,866	)			(1,915,011	)
Net cash flows from operating activities			1,663,532				927,533
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment			(667,268	)			(345,637	)
Proceeds from sales of property and equipment			74,821				34,275
Net cash flows from investing activities - continuing operations			(592,447	)			(311,362	)
Net cash flows from investing activities - discontinued operations		-					3,965,394
Net cash flows from investing activities			(592,447	)			3,654,032
CASH FLOWS FROM FINANCING ACTIVITIES:
Net payments on bank credit agreements			(453,482	)			(2,956,248	)
Dividends on preferred stock			(314,306	)			(313,158	)
Dividends on common stock			(45,485	)			-
Proceeds from exercise of stock options			119,636				-
Principal payments on long-term debt			(448,306	)			(415,288	)
Net cash flows from financing activities - continuing operations			(1,141,943	)			(3,684,694	)
Net cash flows from financing activities - discontinued operations		-					(789,874	)
Net cash flows from financing activities			(1,141,943