The Great Atlantic & Pacific Tea Co., Inc. Prices $150 Million 5.125% Convertible Senior Notes Due 2011 and $230 Million 6.75% Convertible Senior Notes Due 2012, Enters Into Share Lending Agreements and Convertible Note Hedge and Warrant Transactions

Montvale, NJ - December 13, 2007 - The Great Atlantic & Pacific Tea Company, Inc. (A&P, NYSE: GAP) today announced the pricing of its previously announced public offering of $150 million aggregate principal amount of convertible senior notes due 2011 and $230 million aggregate principal amount of convertible senior notes due 2012 (together, the "notes"). The Company has also granted to the underwriters of the notes offering options to purchase up to an additional $15 million aggregate principal amount of the 2011 notes and $25 million aggregate principal amount of the 2012 notes, solely to cover over-allotments, in each case within 13 days of the initial issuance of the notes. Banc of America Securities LLC and Lehman Brothers Inc. acted as joint book running managers for the offering.

The notes will be senior, unsecured obligations of the Company and will pay interest semi-annually at the rates of 5.125%, in the case of the 2011 notes, and 6.75%, in the case of the 2012 notes. The 2011 notes will not be redeemable by the Company for the life of the security. The 2012 notes will not be redeemable by the Company for approximately three years after their issuance, but will be redeemable thereafter at prices specified in the prospectus supplement relating to the notes. Each holder of the notes may require that the Company repurchase all or a portion of the holder's notes if the Company is involved in certain types of corporate transactions or other events constituting a fundamental change.

The notes will be convertible, under certain circumstances, at the holder's option, at an initial conversion rate of 27.4725 shares of the Company's common stock per $1,000 principal amount of the 2011 notes and 26.4550 shares of the Company's common stock per $1,000 principal amount of the 2012 notes. This represents an initial conversion price of approximately $36.40 per share for the 2011 notes and approximately $37.80 per share for the 2012 notes and represents a 30% conversion premium for the 2011 notes and a 35% conversion premium for the 2012 notes, in each case based on the offering price of $28.00 per share of the Company's common stock in the common offering described below. The conversion rate and the conversion price will be subject to adjustment in some events. The principal amount of the notes will be convertible into shares of the Company's common stock, cash, or a combination of stock and cash, at the Company's option.

In connection with the offering, the Company has entered into convertible note hedge and warrant transactions with financial institutions that are affiliates of the underwriters of the notes to increase the effective conversion price of the 2011 notes to approximately $46.20 and the effective conversion price of the 2012 notes to approximately $49.00, which is 65% higher for the 2011 notes and 75% higher for the 2012 notes than the offering price of the Company's common stock in the common stock offering described below, and to reduce the potential dilution upon future conversion of the notes. The net cost of the convertible note hedge and warrant transactions was $32.8 million.

In connection with hedging the note hedge and warrant transactions, the relevant financial institutions have advised the Company that they or their respective affiliates expect to enter into various derivative transactions with respect to the Company's common stock concurrently with or shortly after the pricing of the notes and may enter into or unwind various derivatives and/or purchase or sell the Company's common stock in secondary market transactions following the pricing of the notes. These activities could have the effect of increasing or preventing or offsetting a decline in the price of the Company's common stock concurrently with or following the pricing of the notes.

The Company intends to use the net proceeds of the notes offering, together with a borrowing under the Company's ABL facility and cash on hand, to repay debt outstanding under the Company's bridge loan facility which was used to finance in part the acquisition of Pathmark and to pay the cost of the convertible note hedge transactions.

Concurrently with the pricing of the notes and the entry into the convertible note hedge and warrant transactions, the Company entered into share lending agreements with affiliates of Banc of America Securities LLC and Lehman Brothers Inc., pursuant to which such affiliates may require the Company to lend to them up to 11,278,988 shares of its common stock. Initially such affiliates will borrow 8,134,002 such shares, 6,300,752 of which will be sold on the closing date of the notes offering and 1,833,250 may be offered from time to time thereafter. Under the share lending agreements, the share borrowers will offer and sell the shares borrowed on the closing date, as well as additional such shares that they may borrow thereafter, in one or more registered public offerings and will use the short positions resulting from such sales to facilitate the establishment of hedge positions by investors in the notes offered and in connection with the hedging of the convertible notes and warrant transactions. Such affiliates of Banc of America Securities LLC and Lehman Brothers Inc. will receive all of the proceeds from the sale of the borrowed shares. The Company will not receive any of the proceeds from such sales, but will receive a nominal lending fee from the share borrowers. The share lending agreements will terminate if the convertible notes offering is not completed.

While the borrowed shares will be considered issued and outstanding for corporate law purposes, the Company believes that, under U.S. generally accepted accounting principles currently in effect, the borrowed shares will not be considered outstanding for the purpose of computing and reporting earnings per share because the shares lent pursuant to the share lending agreements must be returned to the Company on the final settlement date with respect to the final expiration date or final termination date under the warrant agreements, or earlier in certain circumstances.

Closing of the public offerings of the notes and the shares is expected to occur on December 18, 2007 and will be subject to the satisfaction of various customary closing conditions.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

The Great Atlantic & Pacific Tea Company, Inc. has filed a registration statement and preliminary prospectus supplements with the Securities and Exchange Commission ("SEC") for the offerings to which this communication relates. Before you invest, you should read the prospectus in that registration statement and the preliminary prospectus supplements and other documents the Company has filed with the SEC for more complete information about the Company and these offerings. You may get these documents for free by visiting the SEC's web site at http://www.sec.gov. Alternatively, the Company, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and applicable prospectus supplements if you request them by calling Banc of America Securities LLC, Capital Markets Operations (Prospectus Fulfillment), 100 West 33rd Street, New York, New York 10001, toll free at 1-800-294-1322 or by email at dg.prospectus_distribution@bofasecurities.com or by contacting or Lehman Brothers Inc., c/o Broadridge Financial Services, Integrated Distribution Services, 1155 Long Island Avenue, Edgewood, NY 11717, toll free at 888-603-5847 or via fax at (631) 254-7140 or by email at quiana.smith@broadridge.com.

Founded in 1859, A&P is one of the nation's first supermarket chains. The Company operates 455 stores in 8 states and the District of Columbia under the following trade names: A&P, Pathmark, Waldbaum's, The Food Emporium, Super Foodmart, Super Fresh and Food Basics.

This news release contains forward-looking statements, including statements regarding the offerings, the intended use of the net proceeds from the offering, the effect of the note hedge and warrant transactions, and the belief that the borrowed shares will not be considered outstanding for the purpose of computing and reporting earnings per share. These forward-looking statements involve risks and uncertainties, including that none of the proposed transactions will be completed. Factors that could cause actual events to differ materially from those predicted in such forward-looking statements include market conditions, potential fluctuations in the Company's stock price, or changes in U.S. generally accepted accounting principles or in their interpretation. For a discussion of certain of the risks, uncertainties and other factors affecting the statements contained in this news release, see the Company's most recent Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and the Company's registration statement on Form S-3.

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