Western Announces Agreement to Acquire New York Bagel Enterprises.

OKLAHOMA CITY--(BUSINESS WIRE)--May 10, 1999--

Western Country Clubs, Inc. (NASDAQ: WCCI) ("Western") announced today that it had signed a Letter of Intent with New York Bagel Enterprises, Inc. (OTC BB: NYBS) to purchase all 34 of NYBS's restaurants. While details were not disclosed, the proposed purchase would be for a combination of stock and debt assumption by Western.

Based on its recent success in converting NYBS units into Western's Atomic Burrito concept in Tulsa, Oklahoma and in Wichita, Kansas, Western decided to purchase all of the remaining NYBS locations. The Tulsa and Wichita units were converted pursuant to a joint venture agreement the two companies entered into last fall.

Western plans to convert some of the NYBS units into Atomic Burrito restaurants, to "co-brand" some of the locations with Atomic Burrito and NYBS's breakfast menu, and to continue to operate some units as bagel restaurants.

Atomic Burrito, a wholly owned subsidiary of Western, has units open in Stillwater, Norman and Tulsa, Oklahoma and in Wichita, Kansas, with additional openings scheduled for Houston, Dallas, Nashville and Longview, Washington.

Western President and CEO James Blacketer said the agreement gives Western an immediate boost in its efforts to expand the Atomic Burrito concept quickly throughout the country. "New York Bagel has many outstanding locations, and we plan to capitalize on those proven markets. We believe the conversion of these units will enable Atomic Burrito to grow at an accelerated pace during the next two years."

NYBS President Rob Geresi commented that his company was pleased with the success of the initial conversions of NYBS locations into Atomic Burrito restaurants in Tulsa and Wichita and looked forward to combining the two concepts at additional locations.

Western, which also owns and operates two country and western themed nightclubs under the name "InCahoots" in St. Louis and Wichita, recently reported 1998 earnings of $275,707 or $.07 per share, the first profitable year in the Company's history.

In addition to the Atomic Burrito units currently open and the planned openings this summer, the company also has joint venture agreements for the development of an additional 10 Atomic Burrito restaurants and is negotiating with several other food service operators for additional locations.