Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Reedy Thomas W JR
 2. Date of Event Requiring Statement (Month/Day/Year)
10/18/2010		 3. Issuer Name and Ticker or Trading Symbol
CARMAX INC [KMX]
(Last)
(First)
(Middle)
12800 TUCKAHOE CREEK PKWY		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP & CFO
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

RICHMOND, VA 23238		 6. Individual or Joint/Group Filing(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 Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to Buy) 04/01/2005(1) 04/01/2014 Common Stock 30,000 $ 14.8 D  
SARS 04/01/2005(2) 04/01/2014 Common Stock 30,000 $ 14.8 D  
Stock Options (Right to Buy) 06/24/2006(3) 06/24/2015 Common Stock 30,000 $ 13.19 D  
SARS 06/24/2006(2) 06/24/2015 Common Stock 30,000 $ 13.19 D  
Stock Options (Right to Buy) 05/01/2007(4) 05/01/2013 Common Stock 40,000 $ 17.2 D  
SARS 05/01/2007(2) 05/01/2013 Common Stock 40,000 $ 17.2 D  
Stock Options (Right to Buy) 04/03/2008(5) 04/03/2014 Common Stock 30,800 $ 24.99 D  
SARS 04/03/2008(2) 04/03/2014 Common Stock 30,800 $ 24.99 D  
Stock Options (Right to Buy) 04/07/2009(6) 04/07/2015 Common Stock 38,000 $ 19.82 D  
SARS 04/07/2009(2) 04/07/2015 Common Stock 38,000 $ 19.82 D  
Stock Options (Right to Buy) 04/07/2010(7) 04/07/2016 Common Stock 37,242 $ 11.43 D  
SARS 04/07/2010(2) 04/07/2016 Common Stock 37,242 $ 11.43 D  
Stock Options (Right to Buy) 04/06/2011(8) 04/06/2017 Common Stock 64,894 $ 25.39 D  
SARS 04/06/2011(2) 04/06/2017 Common Stock 64,894 $ 25.39 D  
Restricted Stock Units   (9)   (9)(10) Common Stock 4,451 (10) $ 0 (10) D  
Restricted Stock Units   (11)   (10)(11) Common Stock 6,482 (10) $ 0 (10) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Reedy Thomas W JR
12800 TUCKAHOE CREEK PKWY
RICHMOND, VA 23238		       SVP & CFO  

Signatures

Lisa Lee 10/25/2010
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) The stock option vested in four equal installments on each of April 1, 2005, April 1, 2006, April 1, 2007 and April 1, 2008 and is now fully exercisable.
(2) The stock options and the stock appreciation rights (SARS) were granted in tandem. Accordingly, the exercise of one results in the surrender to the Issuer of the other. The SARS, which will entitle the Reporting Person to receive the cash value of the options in lieu of exercising the options, become exercisable only following a change in control of the Issuer as set forth in the Issuer's 2002 Stock Incentive Plan, as amended and restated.
(3) The stock option vested in four equal installments on each of June 24, 2006, June 24, 2007, June 24, 2008 and June 24, 2009 and is now fully exercisable.
(4) The stock option vested in four equal installments on each of May 1, 2007, May 1, 2008, May 1, 2009 and May 1, 2010 and is now fully exercisable.
(5) The stock options are exercisable with respect to one-fourth of the underlying shares of Common Stock on each of April 3, 2008, April 3, 2009, April 3, 2010 and April 3, 2011.
(6) The stock options are exercisable with respect to one-fourth of the underlying shares of Common Stock on each of April 7, 2009, April 7, 2010, April 7, 2011 and April 7, 2012.
(7) The stock options are exercisable with respect to one-fourth of the underlying shares of Common Stock on each of April 7, 2010, April 7, 2011, April 7, 2012 and April 7, 2013.
(8) The stock options are exercisable with respect to one-fourth of the underlying shares of Common Stock on each of April 6, 2011, April 6, 2012, April 6, 2013, and April 6, 2014.
(9) The restricted stock units shall vest on April 7, 2012.
(10) Shares of Company common stock will be issued to the Reporting Person upon vesting of the restricted stock units, which are referred to by the Company as market stock units (the "MSUs"), in accordance with the terms of the Form of Notice of Market Stock Unit Grant filed as Exhibit 10.2 to the Company's Current Report on Form 8-K filed on April 2, 2009. The minimum number of shares of Company common stock that will be issued to the Reporting Person at vesting is zero, and the maximum number of shares of Company common stock that will be issued at vesting is two times the number of MSUs.
(11) The restricted stock units shall vest on April 6, 2013.

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