Press Release, dated May 2, 2011

Exhibit 99.1

LOGO

U.S. AUTO PARTS NETWORK, INC. REPORTS FIRST QUARTER RESULTS

•

Net sales $87.0 million.

•

Adjusted EBITDA $6.7 million.

•

Gross margin 35.0%.

CARSON, California, May 2, 2011— U.S. Auto Parts Network, Inc. (NASDAQ: PRTS), one of the largest online providers of automotive aftermarket parts and accessories, today reported net sales for the first quarter ended April 2, 2011 of $87.0 million compared with Q1 2010 net sales of $56.3 million. Excluding $23.2 million of revenues from the acquisition of J.C. Whitney, net sales were $63.8 million, an increase of 13.3% over Q1 2010 net sales. Q1 2011 net loss was $0.2 million or $0.01 per share, compared with Q1 2010 net income of $1.5 million or $0.05 per diluted share. Q1 2011’s net loss includes a net loss of $3.2 million or $0.10 per diluted share related to JC Whitney of which $1.2 million of the loss, net of tax was attributable to restructuring and acquisition expenses. The Company generated Adjusted EBITDA of $6.7 million for the quarter compared to $6.1 million for Q1 2010. Excluding J.C. Whitney’s Adjusted EBITDA of $0.2 million and related $0.8 million of restructuring and acquisition expenses as well as $0.1 million of legal fees to protect intellectual property; Adjusted EBITDA was $6.5 million, an increase of 6.5% over Q1 2010. For further information regarding Adjusted EBITDA, including a reconciliation of Adjusted EBITDA to net income (loss), see non-GAAP Financial Measures below.

“We are extremely pleased to report the company’s strongest ever quarterly Adjusted EBITDA results, especially given the aggressive rate of investment we make in the business. Our earnings performance metrics are really starting to show good results.” Stated Shane Evangelist “For example, our legacy business produced $6.5mm in Adjusted EBITDA and a 10% Adjusted EBITDA margin flow through. While I’d like our growth rate to match or exceed the growth rate results of previous quarters, I expect that over the long-term it will.”

Q1 2011 Financial Highlights

•

Net sales for Q1 2011 increased by 54.5% from Q1 2010. Excluding the acquisition of JC Whitney, Q1 2011 net sales increased 13.3% from a 18.5% increase in e-commerce sales and an 11.4% increase in offline sales partially offset by a 13.7% decline in on-line marketplace sales. The increase in e-commerce sales resulted from a 10.8% improvement in conversion, 8.0% growth in unique visitors and a 3.0% increase in revenue capture, partially offset by a 3.3% decline in average order value.

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Gross profit for Q1 2011 increased 53.6% from Q1 2010. Excluding the acquisition of JC Whitney, gross profit was $22.0 million, an increase of 11.3%. Gross margin decreased 0.2% to 35.0% of net sales compared with Q1 prior year. Excluding the acquisition of JC Whitney, gross margin was 34.6% down from 35.2% in Q1 2010 but up from 33.4% in Q4 2010. Gross margin was unfavorably impacted by a mix shift from body to engine parts partially offset by price increases in both body and engine parts.

•

Online advertising expense, which includes catalog costs, was $7.1 million or 8.9% of Internet and catalog net sales for the first quarter of 2011. Excluding JC Whitney, online advertising expense was 6.6% of Internet net sales, up 0.2% from the prior year due to higher online marketplace costs. Marketing expense, excluding advertising expense, was $6.5 million or 7.4% of net sales for the first quarter of 2011 compared to 7.0% in the prior year period. Excluding JC Whitney, marketing expense without advertising was $4.5 million or 7.1% of Q1 2011 net sales, up 0.2% from the prior year. The increase is primarily due to higher amortization from software deployments this year and additional marketing services.

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General and administrative expense was $8.2 million or 9.5% of net sales for the first quarter 2011 which includes $1.2 million of integration expenses for Whitney. Excluding the acquisition of JC Whitney, Q1 2011 G&A expense was $5.3 million or 8.3% of net sales, down 1.9% from Q1 2011. This decrease reflects fixed cost leverage from higher sales.

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Fulfillment expense was $5.0 million or 5.8% of net sales in the first quarter of 2011. Excluding the acquisition of JC Whitney, Q1 2011 fulfillment expense was 6.1% of net sales, up from 5.8% last year. The increase is primarily due to higher depreciation and amortization expense.

•

Technology expense was $1.9 million or 2.2% of net sales in the first quarter of 2011. Excluding the acquisition of JC Whitney, technology expense for Q1 2011 was 2.0% of net sales, up 0.2% reflecting higher telephone and web hosting expenses from sales growth..

•

Capital expenditures, inclusive of non-cash accrued asset purchases and property acquired under capital leases for the first quarter of 2011 were $3.7 million, of which $0.6 million consisted of JC Whitney expenditures. Included in capital expenditures were $1.0 million of internally developed software and website development costs.

Cash, cash equivalents and investments were $24.1 million and debt was $22.0 million at April 2, 2011. The Company includes $4.1 million of auction rate preferred securities in long-term assets, in investments. Cash, cash equivalents and investments increased by $1.3 million over the previous quarter from $6.9 million in operating cash flow, partially offset by $3.7 million of capital expenditures and $2.0 million pay down of long-term debt.

Q1 2011 Operating Metrics

Consolidated


	Q1 2011			Q1 2010			Q4 2010
Conversion Rate		1.71	%		1.48	%		1.73	%
Customer Acquisition Cost	$	9.63		$	6.13		$	10.73
Marketing Spend (% Internet Sales)		8.9	%		6.4	%		9.5	%
Visitors (millions)1		41.1			28.6			37.4
Orders (thousands)		702			423			650
Revenue Capture (% Sales)2		85.9	%		84.1	%		85.0	%
Average Order Value	$	125		$	119		$	122

US Auto Parts excluding JC Whitney


	Q1 2011			Q1 2010			Q4 2010
Conversion Rate		1.64	%		1.48	%		1.59	%
Customer Acquisition Cost	$	5.95		$	6.13		$	6.56
Marketing Spend (% Internet Sales)		6.6	%		6.4	%		7.2	%
Visitors (millions)1		30.9			28.6			28.3
Orders (thousands)		507			423			451
Revenue Capture (% Sales)2		87.2	%		84.1	%		86.1	%
Average Order Value	$	115		$	119		$	112

¹	Visitors do not include traffic from media properties (e.g. AutoMD).

²	Revenue capture is the amount of actual dollars retained after taking into consideration returns, credit card declines and product fulfillment.

Non-GAAP Financial Measures

Regulation G, “Conditions for Use of Non-GAAP Financial Measures,” and other provisions of the Securities Exchange Act of 1934, as amended, define and prescribe the conditions for use of certain non-GAAP financial information. We provide “Adjusted EBITDA,” which is a non-GAAP financial measure. Adjusted EBITDA consists of net income before (a) interest income (expense), net; (b) income tax provision (benefit); (c) amortization of intangibles; (d) depreciation and amortization; (e) share-based compensation expense; (f) legal cost to enforce intellectual property rights and (g) restructuring costs related to the JCW acquisition.

The Company believes that this non-GAAP financial measure provides important supplemental information to management and investors. This non-GAAP financial measure reflect an additional way of viewing aspects of the Company’s operations that, when viewed with the GAAP results and the accompanying reconciliation to corresponding GAAP financial measures, provides a more complete understanding of factors and trends affecting the Company’s business and results of operations.

Management uses Adjusted EBITDA as a measure of the Company’s operating performance because it assists in comparing the Company’s operating performance on a consistent basis by removing the impact of items not directly resulting from core operations. Internally, this non-GAAP measure is also used by management for planning purposes, including the preparation of internal budgets; for allocating resources to enhance financial performance; for evaluating the effectiveness of operational

strategies; and for evaluating the Company’s capacity to fund capital expenditures and expand its business. The Company also believes that analysts and investors use adjusted EBITDA as a supplemental measure to evaluate the overall operating performance of companies in our industry. Additionally, lenders or potential lenders use Adjusted EBITDA to evaluate the Company’s ability to repay loans.

This non-GAAP financial measure is used in addition to and in conjunction with results presented in accordance with GAAP and should not be relied upon to the exclusion of GAAP financial measures. Management strongly encourages investors to review the Company’s consolidated financial statements in their entirety and to not rely on any single financial measure. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names. In addition, the Company expects to continue to incur expenses similar to the non-GAAP adjustments described above, and exclusion of these items from the Company’s non-GAAP measures should not be construed as an inference that these costs are unusual, infrequent or non-recurring.

The tables below reconcile net income (loss) to consolidated Adjusted EBITDA and US Auto Parts excluding the JC Whitney acquisition for the periods presented (in thousands):

Consolidated


	Thirteen Weeks Ended April 2, 2011			Thirteen Weeks Ended April 3, 2010
Net (loss) income	$	(245	)	$	1,547
Interest (expense) income, net		264			(22	)
Income tax provision		18			950
Amortization of intangibles		1,627			121
Depreciation and amortization		3,003			1,985

EBITDA		4,667			4,581
Share-based compensation		681			860
Legal costs to enforce intellectual property rights		71			639
Add back Legal Restructuring		22			—
Add back Other Restructuring		1,211			—

Adjusted EBITDA	$	6,652		$	6,080

U.S. Auto Parts, Excluding JC Whitney


	Thirteen Weeks Ended April 2, 2011		Thirteen Weeks Ended April 3, 2010
Net income	$	2,915	$	1,547
Interest (expense) income, net		266		(22	)
Income tax provision		18		950
Amortization of intangibles		124		121
Depreciation and amortization		2,391		1,985

EBITDA		5,714		4,581
Share-based compensation		681		860
Legal costs to enforce intellectual property rights		71		639

Adjusted EBITDA	$	6,466	$	6,080

Conference Call

As previously announced, the Company will conduct a conference call with analysts and investors to discuss the results today, Monday, May 2, 2011 at 2:00 pm Pacific Time (5:00 pm Eastern Time). The conference call will be conducted by Shane Evangelist, Chief Executive Officer and Ted Sanders, Chief Financial Officer. Participants may access the call by dialing 1-877-941-4776 (domestic) or 1-480-629-9762 (international). In addition, the call will be broadcast live over the Internet and

accessible through the Investor Relations section of the Company’s website at www.usautoparts.net where the call will be archived for two weeks. A telephone replay will be available through May 16, 2011. To access the replay, please dial 1-877-870-5176 (domestic) or 1-858-384-5517 (international), passcode 4432133. To view the press release or the financial or other statistical information required by SEC Regulation G, please visit the Investor Relations section of the U.S. Auto Parts website at investor.usautoparts.net.

About U.S. Auto Parts Network, Inc.

Established in 1995, U.S. Auto Parts is a leading online provider of automotive aftermarket parts, including body parts, engine parts, performance parts and accessories. Through the Company’s network of websites, U.S. Auto Parts provides individual consumers with a broad selection of competitively priced products that are mapped by a proprietary product database to product applications based on vehicle makes, models and years. U.S. Auto Parts’ flagship websites are located at www.autopartswarehouse.com, www.jcwhitney.com, www.partstrain.com and www.AutoMD.com and the Company’s corporate website is located at www.usautoparts.net.

U.S. Auto Parts is headquartered in Carson, California.

Safe Harbor Statement

This press release contains statements which are based on management’s current expectations, estimates and projections about the Company’s business and its industry, as well as certain assumptions made by the Company. These statements are forward looking statements for the purposes of the safe harbor provided by Section 21E of the Securities Exchange Act of 1934, as amended and Section 27A of the Securities Act of 1933, as amended. Words such as “anticipates,” “could,” “expects,” “intends,” “plans,” “potential,” “believes,” “predicts,” “projects,” “seeks,” “estimates,” “may,” “will,” ”would,” “will likely continue” and variations of these words or similar expressions are intended to identify forward-looking statements. These statements include, but are not limited to, the Company’s expectations regarding its future operating results and financial condition, impact of changes in our key operating metrics, our potential growth, our liquidity requirements, and the status of our auction rate preferred securities. We undertake no obligation to revise or update publicly any forward-looking statements for any reason. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Therefore, our actual results could differ materially and adversely from those expressed in any forward-looking statements as a result of various factors.

Important factors that may cause such a difference include, but are not limited to, the Company’s ability to integrate and achieve efficiencies of acquisitions, economic downturn that could adversely impact retail sales; marketplace illiquidity; demand for the Company’s products; increases in commodity and component pricing that would increase the Company’s per unit cost and reduce margins; the competitive and volatile environment in the Company’s industry; the Company’s ability to expand and price its product offerings, control costs and expenses, and provide superior customer service; the mix of products sold by the Company; the effect and timing of technological changes and the Company’s ability to integrate such changes and maintain, update and expand its infrastructure and improve its unified product catalog; the Company’s ability to improve customer satisfaction and retain, recruit and hire key executives, technical personnel and other employees in the positions and numbers, with the experience and capabilities, and at the compensation levels needed to implement the Company’s business plans both domestically and internationally; the Company’s cash needs, including requirements to amortize debt; regulatory restrictions that could limit the products sold in a particular market or the cost to produce, store or ship the Company’s products; any changes in the search algorithms by leading Internet search companies; the Company’s need to assess impairment of intangible assets and goodwill; and the Company’s ability to comply with Section 404 of the Sarbanes-Oxley Act and maintain an adequate system of internal controls; any remediation costs or other factors discussed in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including the Risk Factors contained in the Company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, which are available at www.usautoparts.net and the SEC’s website at www.sec.gov. You are urged to consider these factors carefully in evaluating the forward-looking statements in this release and are cautioned not to place undue reliance on such forward-looking statements, which are qualified in their entirety by this cautionary statement. Unless otherwise required by law, the Company expressly disclaims any obligation to update publicly any forward-looking statements, whether as result of new information, future events or otherwise.

U.S. AUTO PARTS NETWORK, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share amounts)


	April 2, 2011			January 1, 2011
	*(unaudited)*
ASSETS
Current assets:
Cash and cash equivalents	$	18,884		$	17,595
Short-term investments		1,066			1,062
Accounts receivable, net of allowance of $364 and $372, respectively		8,303			6,849
Inventory		42,679			48,100
Deferred income taxes		360			359
Other current assets		5,702			5,646

Total current assets		76,994			79,611
Property and equipment, net		33,883			33,140
Intangible assets, net		17,122			18,718
Goodwill		17,137			17,137
Investments		4,153			4,141
Other non-current assets		1,054			790

Total assets	$	150,343		$	153,537

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	30,956		$	31,660
Accrued expenses		13,721			15,487
Notes Payable, current portion		5,688			6,125
Capital Leases payable, current portion		175			132
Other current liabilities		6,031			5,522

Total current liabilities		56,571			58,926
Non-current liabilities
Notes Payable, net of current portion		16,312			17,875
Capital Leases payable, net of current portion		122			185
Deferred tax liabilities		3,072			3,046
Other noncurrent liabilities		850			701

Total liabilities		76,927			80,733
Commitments and contingencies		—			—
Stockholders’ equity:
Common stock, $0.001 par value; 100,000,000 shares authorized at April 2, 2011 and January 1,2011; 30,518,994 and 30,429,376 shares issued and outstanding as of April 2, 2011 and January 1, 2011 respectively		31			30
Additional paid-in capital		154,788			153,962
Accumulated other comprehensive income		279			249
Accumulated deficit		(81,682	)		(81,437	)

Total stockholders’ equity		73,416			72,804

Total liabilities and stockholders’ equity	$	150,343		$	153,537

U.S. AUTO PARTS NETWORK, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share data)


	Thirteen Weeks Ended April 2, 2011			Thirteen Weeks Ended April 3, 2010
Net sales	$	86,978		$	56,291
Cost of sales		56,562			36,484

Gross profit		30,416			19,807
Operating expenses:
Marketing ⁽¹⁾		13,585			7,213
General and administrative ⁽¹⁾		8,236			5,737
Fulfillment ⁽¹⁾		5,007			3,243
Technology ⁽¹⁾		1,938			1,018
Amortization of intangibles and impairment loss		1,627			121

Total operating expenses		30,393			17,332
Income from operations		23			2,475
Other income:
Other income		14			—
Interest (expense) income, net		(264	)		22

Other (expense) income, net		(250	)		22
(Loss) Income before income taxes		(227	)		2,497
Income tax provision		18			950

Net (loss) income	$	(245	)	$	1,547

Basic net (loss) income per share	$	(0.01	)	$	0.05
Diluted net (loss) income per share	$	(0.01	)	$	0.05
Shares used in computation of basic net (loss) income per share		30,450,078			30,003,117
Shares used in computation of diluted net (loss) income per share		30,450,078			31,425,002


	Thirteen Weeks Ended April 2, 2011		Thirteen Weeks Ended April 3, 2010
(1) Includes share-based compensation expense as follows:
Marketing	$	160	$	120
General and administrative		376		548
Fulfillment		85		125
Technology		60		67

Total share-based compensation expense		681		860

U.S. AUTO PARTS NETWORK, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)


	Thirteen Weeks Ended April 2, 2011			Thirteen Weeks Ended April 3, 2010
Operating activities
Net (loss) income	$	(245	)	$	1,547
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization		3,003			1,984
Amortization of intangibles		1,627			121
Deferred income taxes		25			321
Share-based compensation expense		681			860
Amortization of deferred financing costs		30			—
Excess tax benefits from share-based payment arrangements		—			(98	)
Changes in operating assets and liabilities:
Accounts receivable, net		(1,454	)		217
Inventory		5,421			629
Prepaid expenses and other current assets		(390	)		(545	)
Other noncurrent assets		(42	)		(360	)
Accounts payable and accrued expenses		(2,531	)		1,757
Other current liabilities		551			227
Other noncurrent liabilities		109			165

Net cash provided by operating activities		6,785			6,825
Investing activities
Additions to property and equipment		(3,688	)		(2,514	)
Purchases of investments		(6	)		(5,158	)
Purchases of intangible assets		—			(1,001	)
Changes in restricted cash		319			—
Purchases of company-owned life insurance		(281	)		—

Net cash used in investing activities		(3,656	)		(8,673	)
Financing activities
Payments on capital leases		(20	)		—
Payments made on long-term debt		(2,000	)		—
Changes in book overdraft		57			—
Proceeds from exercise of stock options		122			491
Excess tax benefits from share-based payment arrangements		—			98

Net cash (used in) provided by financing activities		(1,841	)		589
Effect of changes in foreign currencies		1			55
Net increase (decrease) in cash and cash equivalents		1,289			(1,204	)
Cash and cash equivalents at beginning of period		17,595			26,251

Cash and cash equivalents at end of period	$	18,884		$	25,047


Supplemental disclosure of non-cash investing activities:
Accrued asset purchases		1,696			872
Unrealized gain on investments		12			14
Property acquired under capital lease		32			—
Supplemental disclosure of cash flow information:
Cash paid during the period for income taxes		3			80
Cash paid during the period for interest		569			—

Investor Contacts:

Ted Sanders, Chief Financial Officer

U.S. Auto Parts Network, Inc.

tsanders@usautoparts.com

(424) 702-1455

Budd Zuckerman, President

Genesis Select Corporation

bzuckerman@genesisselect.com

(303) 415-0200