BGR Corporation Requests Return of All Restricted Share Certificates In Connection With Stock Dividend.

Business Editors

PHOENIX--(BUSINESS WIRE)--May 11, 2004

Company to Change CUSIP Number to Address Short Selling on Berlin

Stock Exchange

BGR Corporation (OTCBB:BGRR) -- As previously announced, beginning on May 15, 2004, BGR will commence the process of paying a stock dividend to holders of record of its common stock on May 15, 2004. In connection with the stock dividend, BGR is requiring that shareholders holding physical stock certificates representing common stock of the Company return their certificates to the Company in order to receive their stock dividend. Shareholders participating in this exchange program will receive a new stock certificate representing their existing shares in addition to new shares acquired as part of the stock dividend.

As an incentive to induce shareholders to participate in this exchange program, the Company has agreed to pay the cost of exchanging the stock certificates for 60 days, or until July 14, 2004. Thereafter, shareholders will be responsible for the cost of exchange in order to receive their new stock certificates reflecting the stock dividend.

BGR has also recently learned of the possibility that shares of its outstanding common stock that are currently considered "restricted" under applicable Federal securities laws, may be trading, inappropriately, on the Berlin Stock Exchange. None of BGR's officers, directors or other affiliates ever requested to be listed on the Berlin Stock Exchange. During the past several weeks the Company's share price has suffered. Management believes that the persistent pressure on the share price, in the face of numerous positive corporate developments, may be related to the erroneous listing on the Berlin Stock Exchange.

Securities that are restricted under applicable securities laws may not be traded without registration unless done so (i) in a private sale, exempt from registration, or pursuant to Rule 144 of the Securities Act of 1933, as amended. Rule 144 allows non-affiliates of a company to sell restricted securities after one year, subject to volume limitations and manner of sale restrictions or after two years without any restrictions. BGR's records show that all restricted shares currently outstanding have been held for less than one year and, accordingly, are not eligible for sale pursuant to Rule 144. BGR has learned that holders of restricted shares in other companies trade those shares on the Berlin Exchange without compliance with Rule 144 or applicable securities laws in general. BGR suspects that certain holders of restricted shares of its common stock have employed this same tactic to skirt the rules and regulations of the securities laws.

In an effort to address this problem, in addition to requiring the return of all outstanding stock certificates, BGR will also change the Company's CUSIP number effective May 17, 2004, requiring all brokers to request delivery of certificates to legitimize the exchange of shares.

ABOUT BGR CORPORATION

It is the intention of BGR Corporation to acquire new innovative fast-casual and casual dining restaurant concepts, develop them into a profitable working design, and franchise them across the country. BGR Corporation has developed a team that has extensive experience in the industry of professional restaurant design, franchising, and restaurant management. BGR Corporation is listed on the NASDAQ Electronic Bulletin Board under the trading symbol BGRR.

Look for our website soon at www.bgrcorporation.com.

Special Note Regarding Forward-Looking Statements 

Forward-looking statements in this news release are made pursuant to the safe harbor provisions of Section 21E of the Securities Exchange Act of 1934. Investors are cautioned that statements in this news release that are not strictly historical statements, including without limitation, management's plans and objectives for future operations and management's assessment of market factors, and statements regarding the strategy and plans of the company and its strategic partners, constitute forward-looking statements. These forward-looking statements are not guarantees of the company's future performance and are subject to a number of risks and uncertainties, such as our success in acquiring new concepts, funding these acquisitions, and successfully adapting and franchising these concepts, could cause the company's actual results in the future materially to differ from the forward-looking statements.