$$Cooker

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International Guild of Hospitality & Restaurant Managers

Cooker Restaurant Corp. is an owner and operator of full-service restaurants, with 40 full-service "Cooker" restaurants located in Florida, Michigan, Ohio, Tennessee and Virginia, as of February 28, 2002. Restaurants average approximately 7,900 square feet and 255 seats and are designed to provide traditional and comfortable dining experiences rather than a theme atmosphere or menu. The Company's restaurants offer a moderately priced, full menu of high quality food served in generous portions. The menu includes appetizers, soups, salads, chicken, fish, beef and pasta entrees, sandwiches, burgers and desserts, most of which are created from original recipes and prepared from scratch using fresh ingredients. Entree selections generally range in price from $4.99 to $19.99. The Company has a "100% Satisfaction Guarantee" policy, and has a higher ratio of service personnel to customers and a greater number of managers per restaurant than many of its competitors. Each restaurant offers alcoholic beverages including liquor, wine and beer, which constituted approximately 11.8% of sales in 2001.

On May 25, 2001, the Company commenced bankruptcy proceedings by filing a voluntary Chapter 11 bankruptcy petition under the United States Bankruptcy Code. The Company filed a disclosure statement and plan of reorganization (the Plan) with the Bankruptcy Court in April 2002. In September 2002, the Plan was approved and the Company emerged from Chapter 11 protection.

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