Charlie Brown's to be Acquired by Trimaran Capital Partners.

MOUNTAINSIDE, N.J. & NEW YORK -- Trimaran Capital Partners announced today it has entered into a definitive agreement to purchase Charlie Brown's, owner and operator of 54 full-service casual dining restaurants located in New Jersey, New York and Pennsylvania, from Castle Harlan, Inc. The Company, based in Mountainside, NJ, operates three restaurant chains, Charlie Brown's Steakhouses, The Office Restaurant Beer Bar & Grill and The Jolley Trolley Bar & Grill. Charlie Brown's senior management team, headed by Russell D'Anton, will continue in their current positions and will be investors in the transaction. The transaction, valued at $140 million, is expected to close during the first quarter.

"We have been seeking the right opportunity to invest in the restaurant industry for a number of years. We believe that Charlie Brown's represents an excellent opportunity to invest in a company with attractive growth prospects and a great track record, recording over 10 consecutive years of same store sales growth, with an exceptional management team as our partner," said Andrew Heyer, a Co-Founder and Managing Partner at Trimaran Capital Partners. "We are strong believers in the demographic trends supporting the restaurant industry and believe that Charlie Brown's is well positioned for growth within existing and contiguous markets," added Mr. Heyer.

According to the National Restaurant Association, an independent research firm, the restaurant industry represents approximately 4.0% of the U.S. gross domestic product and captures 46.4% of every dollar spent on food. The restaurant industry's share of the food dollar is projected to increase to 53% by 2010, reflecting the continued trend towards "food-away-from-home." Factors that are contributing to the growth in purchases of "food-away-from-home" include the aging of the U.S. population, the rise in the number of women in the workplace and increases in household income. According to a study by the United States Department of Agriculture, consumer spending at full-service restaurants will continue to grow until 2020.

Russell D'Anton has spent his entire career with Charlie Brown's. Mr. D'Anton joined Charlie Brown's in 1976, and since then has held virtually every significant operating position in the company. Mr. D'Anton was appointed to his current position of President and Chief Executive Officer in 1997. Commenting on the transaction, Mr. D'Anton added, "I have been with Charlie Brown's my entire career and am extremely excited about the opportunity to partner with Trimaran to grow Charlie Brown's into a substantial player in the restaurant industry. Charlie Brown's offers a unique proposition to its customers, serving high-quality food at an attractive price point in a comfortable atmosphere. With our new capital structure in place, Charlie Brown's will be able to take advantage of real estate opportunities and execute its growth strategy." In connection with the transaction, Mr. D'Anton will assume the role of Chairman of the Board of Directors.

Trimaran Capital Partners is a private asset management firm, headquartered in New York. TCP has completed over 60 investments since 1995 and is investing Trimaran Fund II, which has committed capital in excess of $1 billion. Recent investments by Trimaran include Educational Services of America, Inc., the largest provider of day school services for children with special needs in the U.S., Urban Brands, Inc., a specialty apparel retailer that focuses on urban and ethnic customers, International Transmission Company, the nation's first and largest independent electric transmission operator, and Reddy Ice Group, Inc., the nation's largest manufacturer of packaged ice. For more information, visit www.trimarancapital.com.