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Rewarding Employees' Best Efforts

The Pantry expands its employee incentive stock program with additional compensation

SANFORD, N.C. -- Nine years after establishing a stock-option incentive program for employees, The Pantry upped the ante in March by adopting a new equity compensation plan that permits equity (and equity-based) awards to be made in a wider array of forms, thereby giving us greater flexibility in our equity compensation planning.

According to a company filing with the U.S. Securities & Exchange Commission (SEC), the 2007 Omnibus Plan will award stock options, annual incentive awards and cash-based awards with the goal of motivating employees and [image-nocss] directors to devote their best efforts to the business of the company.

The plan also will help the company attract and retain the services of employees and directors who are in a position to make significant contributions to the company's future success, according to the filing.

Attempts to reach company CFO Dan Kelly for comment were unsuccessful at presstime; however, according to the SEC filing, the 10-year incentive program was approved by the company's shareholders during its annual meeting of stockholders on March 29.

The plan sets aside up to 2.4 million shares of The Pantry stock to be awarded to employees based on their work performance in various forms, including nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units, performance units/performance shares, cash-based awards/other stock-based awards and deferred compensation. A stock-option program dating back to 1999, which remains in effect along with the Omnibus Plan, provides for rewards of more than 4 million shares of common stock.

Among the performance goals for which employees can be awarded are:

Net earnings or net income Earnings per share Net sale or revenue growth Net operating profit Cash flow EBITDA Gross or operating margins Productivity ratios Margins Operating efficiency Market share Customer satisfaction Unit volume

Based in Sanford, N.C., The Pantry is a leading independently operated convenience-store chain in the southeastern United States and one of the largest independently operated c-store chains in the country, with revenues for fiscal 2006 of approximately $6 billion. As of March 1, 2007, the company operated 1,558 stores in 11 states under select banners, including Kangaroo Express, its primary operating banner.

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