BRIEFING BOOK

Data Information Knowledge WISDOM

JOHN CATSIMATIDIS
is the chairman, owner and CEO of the Red Apple Group, which owns hundreds
of millions’ worth of property, including New York’s Gristedes grocery chain.

Location: Forbes, New York, New York

About Catsimatidis .............................................................................. 2

Debriefing Catsimatidis ...................................................................... 3

Forbes on Catsimatidis
“Inside A Billionaire Poker Game,” 12/12/08............................ 7
“America’s Largest Private Companies: #100,” 11/03/08....... 11
“Secrets of the Self-Made,” 09/17/08........................................ 12
“Richest Americans: #215 John Catsimatidis,” 09/07/08........ 14
“How Self-Made Titans Got Their Starts,” 06/03/08................. 15
“Buying City Hall,” 03/24/08.................................................... 17

The Catsimatidis Interview…………………………………………......... 20

 ABOUT JOHN CATSIMATIDIS
Intelligent Investing with Steve Forbes

John Catsimatidis is the chairman, owner

and CEO of the Red Apple Group, which
owns hundreds of millions of dollars
worth of property, including New York’s
Gristedes grocery chain. He is also
chairman and CEO of United Refining
Company, which owns an oil refiner and
over 300 gas stations. In December of
2008, a subsidiary, United Refining
Energy (URE), went public on the
American Stock Exchange.

Forbes estimated his wealth at $2.1

billion in 2008, ranking Catsimatidis at
#215 on The 400 Richest Americans list.

Though a lifelong Democrat, Catsimatidis has public mused running as a

Republican for mayor of New York City. A devout Greek Orthodox, Catsimatidis
helped raise funds for a new chapel at Camp David during former President
George H.W. Bush’s term.

Catsimatidis has his pilot's license. He ran a business, using a small fleet of
corporate jets to shuttle gamblers from New England cities to the casinos in
Atlantic City, N.J. Catsimatidis sold the business, which ran under three different
names, in 1990. Catsimatidis’ love for flying also inspired him to buy regional
airline Capitol Air, but it went bankrupt by the mid-1980s.

Catsimatidis and his family immigrated to the U.S. from Greece when he was six
months old. He studied at New York University but left to open his first grocery
store in 1969; he owned 10 stores debt free by the age of 24. In 1977, he
invested $5 million into Manhattan real estate; within five years, the property was
worth $100 million.

Catsimatidis and his wife, Margo, have a son and a daughter. They live in New
York City.

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 DEBRIEFING CATSIMATIDIS
Intelligent Investing with Steve Forbes

"I'm not the same type of billionaire as Mike Bloomberg. He came from Boston; I
came from the city of Manhattan. I know these people--I know these people as
well as anybody in this city. I used to play stickball on 135th Street."

--John Catsimatidis

Interview conducted 2-25-09

By David Serchuk

Forbes: What is one misplaced assumption in the business world?

John Catsimatidis: A misplaced assumption? That everything goes up

forever.

I think we went through a period of overexuberance ... I looked at it and said,

"This can't be that high that soon." I also looked around and said, "There are too
many rich people around. Somebody has to work." A year ago, I looked around
and that's what I actually said.

Don't rich people work?

Presumably, unless they're sitting around thinking their hedge fund will earn them
15%. I think that's a wrong assumption. Life is not that easy. You're not going to
sit around and collect 15% on your money forever.

What is the greatest financial lesson you've ever learned?

That there's no free ride. You have to work at everything. You've got to make it
work.

How did you learn this?

Just from life in general. Things are not that easy, and you actually have to work
at it. You try to teach it to your kids.

How's that going?

It's hard to teach. Because my kids, who are 16 and 18, were born in a country--
what is the expression in the movie The Way We Were?--"a country made of ice
cream." They never saw bad times.

Will that change?

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I think it will be a lot tougher in the future than it's been in the past. It will be
tougher--the large salaries earned on Wall Street will not be there anymore to the
extent they were in the past. As they used to say, we're going to have to make
money the old-fashioned way: work for it.

Who is the greatest financial mind working today?

There are several. I had dinner with Carl Icahn last Thursday; I think he's a bright
guy. Very analytical. As far as Washington is concerned--well, if you would have
asked us a year ago, we could have said Greenspan, but I don't think we can say
that anymore. A lot of this stuff happened under his watch. All these bonuses that
[were] taken back in 2005- to 2007 were based on projections and based on
financial models. And I'm not sure they ever deserved to make those bonuses.

What is your bold prediction for the future?

I think America will recover. America always recovers. It's going to be a lot more
restrained than the over-jubilance we had ... I think it will take at least two years
for real estate values to work themselves out. The banks are getting mixed
signals from the government: One signal says increase your capital positions,
and the other says lend to the public.

Every time they lend to people and mark it to market, it reduces their capital
position, which is a Catch-22, and you've got the bankers running scared.
American business will not recover until the bankers stop running scared. So you
have two aspects of the country recovering.

The federal government has to assure banks they have to put out the money and
not reduce the value of the loan on their books the day after. And unless we fix
that and the banks open up and start lending again, America can't recover,
because the federal government is giving them money, but they're scared to lend
it back out again.

Also, people that want to buy homes have to realize you have to work hard, save
money, and put up 20% to buy a home. Not that there's free ride to buy a home
on 100% financing--it doesn't work.

The other way, the banks have to make money the old fashioned way. Collect
deposits from the public to lend it back out again. Not to create all these
elaborate financial instruments and become financial casinos, to actually be
banks. If you borrow money, you pay depositors at 3% and lend at 7% and make
4% in between.

They have to pay for the cost of money and the borrower had to pay for the loan,
and they make the spread in between. They make all these financial instruments;

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nobody knows what the balance sheet of the banks looks like. The balance
sheets have no transparency--this is why nobody wants to invest with money-
center banks.

You made a killing in real estate in 1977. Do you see a similar buying
opportunity now?

I think there are key portions, key items you can buy in real estate. You've got to
buy quality and key areas. Location, location, location. If you buy on the ocean,
or you buy on Manhattan on key avenues, yes. If you buy in Perth Amboy, N.J.,
I'm not sure you're going to make a killing.

Do you have any property in Perth Amboy, N.J.?

I don't have any property there. Real estate goes up by people's desire to own.
Ocean-front property. Manhattan. Europeans, South Americans, Asians want to
own it. It goes back to supply and demand. If a lot of people want to own it, prices
will go up. If nobody cares about it, the price isn't going to go anyplace.

What are your plans for mayor now? It looks like Mayor Michael Bloomberg is
staying put.

My plans for mayor are [that] we have our exploratory committee; we will wait
and see what happens. The person who becomes mayor will become the last
person standing. Now there are outstanding lawsuits against the mayor for trying
to overturn the city council and for using the city council to overturn the
referendum that the people of the city of New York voted for, for term limits. And
they voted for it twice. To use the city council, a lower authority … I look at the
people as a higher authority.

Would you run against him?

We would look at it. I don't have a desire to run against [him]. Let's see what the
courts say. Today the state senate and state assembly progressed a bill to
overturn the city council's extension of term limits.

Is it healthy to have two billionaires battling it out for mayor?

I don't know. I grew up on the poor side of New York at 135th Street. I do
business in the Bronx, Manhattan and Brooklyn. I'm a neighborhood kid. Maybe
the value of my real estate is higher, but I'm still the same neighborhood kid I was
around 20 years ago. I'm not the same type of billionaire as Mike Bloomberg. He
came from Boston; I came from the city of Manhattan. I know these people. I
know these people as well as anybody in this city. I used to play stickball on
135th street.

-5-
What was that neighborhood called?

It was the Upper West Side. A little above Morningside Heights.

I ask because about 100 years ago, the area on the West Side above 90th Street
had been called Harlem. But now it's not.

Columbia University cleaned that area out.

How much of your success was luck vs. skill and hard work?

While in my late teens and in my 20s, I worked seven days a week, 20 hours a
day. I worked my tail off. But you need a little bit of luck too.

What was some luck you received?

That the city got better [after] the 1970s and early 1980s. I remember in the '70s
the city was a tough place to live. It became better when Rudy Giuliani became
mayor. There were safer streets. I talk to him.

How's he doing?

He's sitting around wondering what his next move will be ... I went to [high school
at] Brooklyn Tech. I remember DeKalb Avenue was one tough neighborhood. It's
a lot better now.

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 FORBES ON CATSIMATIDIS
Intelligent Investing with Steve Forbes

America's Richest People

Inside A Billionaire Poker Game
Matthew Miller 12.12.08, 5:30 PM ET

As the markets plummeted this fall, pharmaceuticals billionaire Stewart Rahr fired
off an e-mail to a reporter. "Make sure these guys pay in cash," he wrote. "It's
brutal out there. Only sellers, no buyers. It's a global catastrophe. No one is
investing in anything. Yesterday I received two calls to buy new airplanes. A G4
and a G5. Wild."

A few days later, at the end of a week that saw the Dow drop 18%--its largest
one-week percentage plunge in history--Rahr joined three fellow billionaires in
Manhattan, aboard the Highlander, the Forbes family yacht, to play poker for
charity. The event had been scheduled months in advance, and the timing could
not have been worse. Several other members of the Forbes list of the 400 richest
Americans had committed to the game, only to cancel at the last minute due to
"scheduling conflicts."

Those who did show up--Rahr, software maven Tom Siebel, oil and real estate
magnate John Catsimatidis and former casino mogul Phil Ruffin--were visibly
disturbed by the financial chaos, each straining to make light of how much money
they had lost.

Video: Ruffin And Friends: Billionaires' Poker

In Pictures: Inside A Billionaire Poker Game

In late August, when net worth estimates of The Forbes 400 were locked in, the
four plutocrats had a collective net worth of $8.1 billion. That figure had likely
dropped a few billion dollars by the night of the poker game, as the faltering
markets drastically drove down portfolio balances and private-company
valuations.

The game was No Limit Texas Hold 'Em. Each man bought $25,000 in chips to
start, and had the option to buy as many as he wanted--in $25,000 increments--
throughout the evening. The winner would have the privilege of designating
which charity the entire pot would be donated to.

Three of the four billionaires--Catsimatidis, Rahr and Ruffin--played in the first

Forbes 400 charity poker game in the summer of 2007, with Ruffin winning

-7-
decisively. (See "High Stakes.") Would Catsimatidis and Rahr play aggressively
to try to take the title from Ruffin? Or would Ruffin swiftly squash the poker
novices once again?

Before the cards hit the felt, Rahr--who spends his days running generic-drug
distributor Kinray in Queens, N.Y., and his nights giving away his fortune at
charity events amid celebrity and fashion model friends--asked his opponents to
raise the initial stakes to $50,000 from $25,000. "The charities need us," he
pleaded. Some agreed, but the group ultimately decided it would be more
exciting to start low, be aggressive and buy more chips.

Rahr chided Ruffin. "I'm coming after you, Phil. You creamed us all last year, but
this year I'm doing whatever it takes to win." As in the first Forbes 400 poker
game, Rahr came to play the role of Joker, lacing the evening with his colorful
commentary.

Ruffin won the first hand. Sitting behind the gambling man, who sold the New
Frontier casino in Las Vegas to real estate developer El Ad for $1.2 billion last
year, was Oleksandra Nikolayenco, his bride. Ruffin, 73, married the former Miss
Ukraine at Donald Trump's Mar-a-Lago Club in Palm Beach, Fla., in January.
The Donald was his best man.

After winning the second hand, Rahr turned to the dealer: "Do I have to sit here
for every hand or can I get up and walk around?"

"Stay for a while," the dealer replied. "You can't buy more chips until you lose the
ones in front of you." Rahr began typing a text message as the next hand was
dealt.

Siebel, 56, who sold software outfit Siebel Systems to rival Larry Ellison's Oracle
for $5.9 billion in 2005, quietly folded the first four hands. Rahr teased him for not
getting in on the action. Siebel coyly admitted he'd never played poker, and that
he'd read a book on strategy on the flight to New York.

On the fifth hand, Siebel made his move. Everyone received their cards and
ponied up the $2,000 needed to stay in the hand. Each man bet timidly until the
final card was shown. Catsimatidis and Ruffin folded. Siebel confidently pushed
$15,000 in chips to the middle of the table. Rahr folded. Siebel had "bought the
pot," because no one--including him--had shown his cards.

In the next hand, Siebel repeated his strategy, waiting until the last community
card was revealed before placing a hefty bet. Everyone rolled their eyes and
threw their cards into the center of the table. "The nerve of him reading that
book," Rahr ribbed.

-8-
Catsimatidis, 60, was becoming frustrated. "You are giving me the [crummiest]
cards," he complained. The gregarious grocer was having a bad week. His plans
to run for mayor of New York were upended by fellow billionaire Michael
Bloomberg, who announced he'd try to hang on to the job for a third term. The
son of Greek immigrants, Catsimatidis originally built his fortune on New York
City food stores and real estate, then moved on to oil refining.

On the 10th hand, Catsimatidis got the cards he was looking for. After the flop,
he had three hearts--one in his hand, two in the community pool. Hoping for a
flush, the fourth-best hand a player can get in poker, Catsimatidis matched
Rahr's $10,000 bets all the way to the river. The final card was dealt; there were
four hearts on the table. Rahr announced he was going all in with $30,000.
Catsimatidis had a flush. Rahr probably held one as well. Or was he bluffing?

Catsimatidis called Rahr's bet, pushing all his chips into the pot and revealing an
Eight of Hearts. The small group of guests surrounding the table, including
Catsimatidis' wife, daughter and son, purred oohs and ahhs. Rahr had fallen
unusually silent, and waited until he had everyone's attention. Then he flipped his
cards. "Ace of Hearts!" Rahr yelled--he had the higher flush. Catsimatidis was the
first man to run out of chips. The grocer quickly bought $25,000 more and kept
playing.

During the 12th hand, a distracted Rahr was typing a text message when an
agitated Ruffin asked: "Hey, Mr. Phone, are you in?"

"I remember when I couldn't even afford a phone," Rahr shot back. "Don't make
fun of me for being on the phone." They were the only two players left in the
hand. The dealer announced the turn--a four of clubs--and Ruffin bet $20,000.

Rahr had three options: call Ruffin's bet, raise him or fold. The room was tight
with tension as Rahr mulled his options. Then his phone rang. The ringtone: the
chorus from Alicia Keys' No One. The room shook with laughter as Rahr
sheepishly folded.

Later, a few of Rahr's famous friends showed up. Baywatch actress and
Playboy's 2001 Playmate of the Year Brande Roderick was in the middle of a
charity challenge as a contestant on Donald Trump's Celebrity Apprentice TV
show. She stopped by the yacht to pick up a $50,000 check from Rahr.

Tagging along with Roderick was Rahr's secret weapon: "Gentlemen, say hello
to Annie Duke," he said. The three billionaires smiled, said hello and returned to
their cards. None seemed to realize Duke was a professional poker player and
the winner of the 2004 World Series of Poker Tournament of Champions, for
which she took home a $2 million prize. "Dukie, you gotta sit down here and play
a few hands for me," Rahr said. "All these guys inherited their money. I'm the
only one who worked for my fortune."

-9-
The Joker's comment drew icy stares from his opponents. They were all self-
made billionaires--and were quick to show their disgust that he might suggest
otherwise. Then Rahr waxed sincere: "For the record, every one of us started off
with zero."

Duke sat down in Rahr's chair while he went to the bar. He had just bought a
fresh stack of chips, and she started shuffling them in one hand.

In the first hour, Catsimatidis had claimed victory only once. Then he asked his
15-year-old son John Jr. to sit next to him and lend advice. It worked: He won
eight of the next 10 hands.

"Dukie, how am I doing?" asked Rahr, holding a fresh cocktail.

"You're very unlucky," she said dryly, having won just a single pot for her friend.

Siebel was already out of the game, and Rahr followed minutes later. (The next
morning, he jetted to Las Vegas to play in a charity golf game organized by
Justin Timberlake.)

In the final hand, Catsimatidis took Ruffin all in before seeing the flop. A moment
later, Ruffin won with a pair of kings. The total raised in two hours: $200,000.
Ruffin donated the money to the American Diabetes Association.

After shaking hands with several well-wishers, the two-time Forbes poker champ
pulled a reporter aside: "Bring better players next year," Ruffin said. "I want real
competition."

Next year's game will be held in September at a gala in Manhattan. All the
world's billionaires are invited.

-- Additional reporting by Duncan Greenberg, Steven Bertoni and Benjamin

Klauder.

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America's Largest Private Companies
#100 Red Apple Group
11.03.08, 6:00 PM ET

Red Apple Group ranked #87 in 2007.

Industry: Oil & Gas Refining & Marketing (oil refiner, supermarkets, real estate)

823 Eleventh Avenue

New York NY 10019
Phone: 212-956-5803
Fax: 212-247-4509

http://www.urc.com

CEO: John A Catsimatidis , 58

BS New York University

CFO: Mark Kassner

2007
REVENUES REVENUE
CHANGE % EMPLOYEES FISCAL YEAR END
$3.95 bile 8.9 7,800 Aug

John A. Catsimatidis managed his cousin's grocery store while attending New
York University, and in 1971 bought a small grocery store on Manhattan's Upper
West Side and named it Red Apple. This one store became the cornerstone of
Catsimatidis' empire. He now owns 100% of Gristede's Supermarkets and all the
other divisions making up the Red Apple Group. Subsidiary United Refining,
which processes 70,000 barrels of oil a day, distributes fuel to its Country Fair,
Red Apple Food Marts, and Kwik Fill gas stations and convenience stores in New
York, Pennsylvania and Ohio. The Red Apple Group also has real estate
holdings in New York, New Jersey and Florida; an aircraft leasing business; and
publishes the Hellenic Times newspaper.

Brands: Country Fair, Gristedes, Red Apple Food Mart, Red Apple Kwik Fill

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Secrets Of The Self-Made
John Catsimatidis
09.17.08, 6:00 PM ET

Net Worth: $2.1 billion

Age: 60

Source of Wealth: Oil, real estate, supermarkets

1. What is the difference between a millionaire and a billionaire (besides the

three extra zeros)?
You get used to thinking on a larger scale.

2. Is sleep overrated?
Yes.

3. As you became wealthy, what relationships did you leave behind?

I'm still in touch with all the people I grew up with and [who] helped me get my
start in business.

4. What event will touch off the next economic crisis?

Another terrorist attack.

5. What's the bigger turn-on: the chase or the kill?

The chase.

6. Whom do you turn to for advice?

My oldest friends.

7. Your house is on fire. You can save one thing besides your family. What do
you grab on your way out the door?
Pets and family photos.

8. Is writing checks to charity effective philanthropy?

Yes, if you choose carefully and do the due diligence on the charity. It draws
attention to the cause.

9. What is the best bar on the planet?

Any bar in New York.

10. The estate tax: yes or no?

No, it's redundant.

11. How much cash do you usually carry in your wallet?

$500.

- 12 -
12. You can be James Bond or Michael Jordan for an evening. Who do you
choose?
James Bond.

13. Where do most of your deals go down (restaurants, golf courses, poker table,
cellphone)?
Restaurants.

14. How do you spot a liar?

Facial expressions.

15. You can have a front-row seat to any event in history. Where is your time
machine taking you?
I would go into the future.

16. What are the first and last questions you ask in any job interview?
What do you like to do? What do you hate to do?

17. What's the coolest number in your cellphone?

My kids' cell numbers.

18. What is the future of the U.S. dollar?

The dollar will always be king.

19. Will the government be cutting Social Security checks in 20 years?

If our elected officials have the courage to do the right thing.

20. You have $100,000 to invest. What do you do with it?

Energy.

John Catsimatidis on the Forbes 400 Richest List

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The 400 Richest Americans
#215 John Catsimatidis
09.17.08, 6:00 PM ET

NET WORTH $2.1 billion

SOURCE Energy, Self made
AGE 60
MARITAL STATUS Married, 2 children, 1 divorce
HOMETOWN New York, NY, United States
EDUCATION New York University, Drop Out

Family emigrated from Greece when he was 6 months old; family settled in
Harlem, dad became a busboy. Worked as a grocery store clerk while attending
NYU; dropped out for ownership opportunity in the store. Opened first grocery
store at 100th and Broadway 1969; owned 10 stores by age 24, made $25 million
a year in revenue. Plowed $5 million into Manhattan real estate 1977; property
worth $100 million 5 years later. Today his Red Apple Group owns hundreds of
millions' worth of property; New York's Gristedes grocery chain. Stumbled upon
Chapter 11 proceedings of United Refining Company; purchased oil refiner's
stock for $7.5 million. Today firm owns 372 gas stations, Pennsylvania refinery.
Hoping to "steal a refinery" from oil firms looking to shed assets; created blank-
check company United Refining Energy in December, raised $450 million in
public offering. Plans to become New York's second billionaire mayor: "I need to
improve my public speaking, I need to know all of the problems voters are facing,
and I need to lose 30 pounds to look better on television."

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Entrepreneurs
How Self-Made Titans Got Their Starts
Melanie Lindner, 06.03.08, 6:45 PM ET

Capital is a constraint for many would-be entrepreneurs--or is it?

Scan the Forbes list of the world's richest people and you'll come across moguls
from startlingly humble origins. How did they get their impressive empires off the
ground? Sweat, savings, schmoozing, creativity and a dab or two of good
fortune.

To be fair, the lucky few "born on third base" probably have a better shot at
stardom than those without a safety net. According to a 2002 U.S. Census
Bureau survey representing some 16 million business owners, a whopping 55%
were initially funded by personal and family capital. Just 11.4% snagged bank
loans and 8.8% got going on personal and business credit cards; much of the
remainder lived on government loans and outside investors.

Some world-beating entrepreneurs--like John Catsimatidis, owner of the Red

Apple Group and aspiring mayor of New York City--scared up capital by getting
to know the right people.

The son of a busboy, Catsimatidis entered the grocery industry in the summer of
1966, just after graduating from high school. Befriending the owner of a
Manhattan superette, he started taking on more responsibilities. Four years later,
the owner offered him a 50% stake in one of his stores, to be acquired over 10
months at a rate of $1,000 per month.

Within a few months, the store's sales doubled, and Catsimatidis was earning a
profit of $500 per week (not bad for a 20-year-old back then). After dropping out
of New York University just eight credits shy of a degree, he launched his own
grocery chain, the Red Apple Group. Lacking working capital for inventory,
Catsimatidis charmed vendors to let him buy on credit, something he says "would
never happen today." By the age of 25, he owned 10 stores--debt-free--netting a
combined $1 million on $25 million in sales. Today the Red Apple empire
includes Gristede's, Sloan's and Red Apple.

While Catsimatidis struck out on his own early, others, like Sandy Weill, saved
their pennies before taking the plunge. Born in Brooklyn, N.Y., to Polish
immigrants in 1933, Weill graduated from Cornell on scholarship before working
as a runner for Bear Stearns and nabbing his stockbrokers' license at night.

A few years later, in 1960, he and three friends pooled their savings--an
estimated $200,000--and opened their own brokerage firm, called Carter Berlind
and Weill. Two decades of acquisitions later, their Travelers Group was the

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industry's second-largest brokerage, trailing only Merrill Lynch. In 1998, Travelers
Group merged with Citicorp to make what is now known as Citigroup.

Old fashioned bartering helped put Kirk Kerkorian, farmer's son and future Wall
Street titan, on the map. In the late 1930s, Kerkorian offered to look after famous
female aviator Pancho Barnes' cattle in return for flying lessons. During World
War II, he took a job with the Royal Air Force transporting planes from their
Canadian factory to England at $1,000 per month--an especially treacherous
journey as the planes weren't designed to withstand the long trip or the harsh
weather over the North Atlantic.

With savings from his wartime job, Kerkorian purchased Trans International
Airlines for $60,000 in 1947. (It is unclear as to whether he needed additional
financing.) He later sold it to Transamerica for $104 million in stock, used to fuel
further investments. His private investment firm, Tracinda, now owns 53% of
MGM Mirage.

Sometimes sheer talent and persistence is enough. As a single mother on

welfare in Scotland, J.K. Rowling began writing the first Harry Potter novel in
Edinburgh cafés whenever she could get her infant daughter to sleep. After being
rejected by 12 publishing houses, Bloomsbury, a small publisher in London,
offered an advance of 1,500 pounds (about $2,400)--even while one its editors,
Barry Cunningham, advised Rowling to get a day job.

Good thing she didn't listen: The following year, U.S. publishing rights to the first
Potter book sold for $105,000. Rowling has since moved nearly 400 million
copies worldwide, and is the only author on our list.

- 16 -
The World's Richest People
Buying City Hall
Matthew Miller 03.24.08, 12:00 AM ET

John Catsimatidis built a fortune in supermarkets, real estate and oil. Now he
wants to become the next billionaire mayor of New York City.
On a recent dreary morning in Manhattan John A. Catsimatidis was gobbling a
breakfast of egg whites, spinach and toast at Midtown's Harry Cipriani, a joint
that gets its prestige from its prices rather than from its cuisine. Between bites
the grocery magnate rattled off a few things he wants to accomplish this year: "I
need to improve my public speaking, I need to know all of the problems voters
are facing, and I need to lose 30 pounds to look better on television."
Catsimatidis ("cat-si-ma-TEE-dees") wants to succeed Michael Bloomberg and
become New York City's second billionaire mayor.

Why? The chairman of Red Apple Group--a holding company for the Gristedes
supermarket chain, commercial real estate, an oil refinery and gas stations--
doesn't have a snappy answer. "I don't want New York to turn into downtown
Detroit," he says. "If we lose our middle class by allowing New York to be a place
where only the rich and the poor live, it will be a disaster." He has built up his
$2.1 billion net worth through dumb luck and shrewdness, and he says he's
willing to spend perhaps $100 million of it to win the office, $15 million more than
Bloomberg spent to win reelection in 2005. The primaries are a year and a half
away.

Catsimatidis has no press secretary and one political adviser; that's about to
change. The newspapers have given him a little play, most of it dismissive. The
only public position he's held: president of the Manhattan Council for the Boy
Scouts of America. Then there's the flip-flopping. A supporter of Reagan "who fell
in love with Bill Clinton," Catsimatidis, a lifelong Democrat, says he will run as a
Republican candidate. He is an admirer of Bloomberg, an Independent with a
socialist streak.

Does the grocer stand a chance? "There is nothing unique about him, except that
he is rich," says Mitchell Moss, professor of urban policy at New York University
and a onetime adviser to Bloomberg. "He won't be able to turn owning oil and
supermarkets into votes."

Born on the island of Nissyros, Greece, Catsimatidis, 59, settled in uptown

Manhattan as an infant. His father, who 'd been a lighthouse operator, found
work as a busboy. John attended high school at Brooklyn Tech and received a
congressional nomination to West Point. But instead of becoming a cadet, he
studied engineering at NYU. During his senior year a friend convinced
Catsimatidis to become his partner in a fledgling family supermarket. For his
share Catsimatidis agreed to work off $10,000 at $1,000 a month once they were
profitable and to forfeit his stake if he missed a payment. They cleaned up the

- 17 -
store and were quickly generating $1,000 a week in profit. Catsimatidis soon
went it alone, opening his first Red Apple grocery store in 1971. He never
borrowed from banks.

By the time he was 25 Catsimatidis owned ten stores debt free and was grossing
$25 million a year. In 1977, when everyone in New York was selling real estate,
he bought up $5 million in Manhattan property. (Five years later, he says, the
investment was worth $100 million.) "A total accident," he says. "I wasn't smart, I
just needed a place to put all the money I was making with the supermarkets."

Approaching 30, Catsimatidis got his pilot's license, then bought his first plane, a
Cessna 206. His obsession with flying led to a new investment: the airline
business. When gambling was legalized in Atlantic City in the late 1970s,
Catsimatidis noticed that the big customers from New York City were arriving via
limo; fellow gamblers from Connecticut and Massachusetts tended to stay put
because of the long drive. Sensing opportunity, Catsimatidis built a small fleet of
corporate jets to shuttle players from New England, a business that grew to 40
planes flying executives around the East Coast. He ran this business under three
different names until 1990 and eventually sold out to Richard Santulli, who went
on to create NetJets.

Then he overreached. In 1984 Catsimatidis bought regional airline Capitol Air,

which operated half of what is now the British Airways terminal at JFK Airport.
Capitol soon went bankrupt. "Airlines are a pricey business," he says. "I was
really in it for the love of flying."

While trying to salvage the airline in bankruptcy court, Catsimatidis stumbled on

the Chapter 11 proceedings of a fledgling oil outfit called United Refining Co.,
which was selling assets just to make payroll. In 1987, for $7.5 million in cash,
Catsimatidis bought all the shares and renegotiated with creditors, repaying $120
million in debt over the next decade. Today United operates a refinery in
Pennsylvania that processes 70,000 barrels of oil a day and will generate $2.9
billion in sales this year. Additionally the company owns 372 gas stations under
the names Kwik Fill, Country Fair and Keystone. In December Catsimatidis
created a unit, United Refining Energy, and took it public on the American Stock
Exchange, raising $450 million as a blank-check company. There's not much
float, and the units have barely budged from their $10 offering price. No matter. It
was a cheap way to lever up in order to hunt for another refinery.

The bid for Gracie Mansion is Catsimatidis' biggest gamble. He is grooming

several executives to take over Red Apple in the event of a run, since a win
would force him to give up operational control of all his businesses. It gets
messier. Catsimatidis owns a parcel of land on Myrtle Avenue in Brooklyn and
plans to build on it. The condo-and-office project, close to mogul Bruce Ratner's
controversial Atlantic Yards development, will cost $175 million to build, though

- 18 -
it's proceeding piecemeal in a dicey market. If he were mayor, he'd have to steer
clear of the project.

A big if. Catsimatidis says he has always been interested in politics, but got more
involved after meeting George H.W. Bush. During Bush's term Catsimatidis, a
devout Greek Orthodox, helped fund the construction of a new chapel at Camp
David. He later raised funds for Bill Clinton's 1996 reelection, for Hillary Clinton's
first run for the Senate in 2000 and for her current presidential campaign.

Last year Catsimatidis crossed party lines. He had to register as a Republican,

he argues, because no pro-business candidate could ever earn the support of
the New York Democratic Party. Fair point. First, though, he must convince the
GOP he can win--against such possible luminaries as Richard Parsons, the
former Time Warner chief, and current New York City Police Commissioner Ray
Kelly.

- 19 -
 THE CATSIMATIDIS INTERVIEW
Intelligent Investing with Steve Forbes

[00:08] Steve: Real Jobs Growth

Welcome, I'm Steve Forbes. It's a privilege and a pleasure to introduce you to
our featured guest, John Catsimatidis. John owns the Gristedes grocery chain,
as well as real estate throughout the country. He’s also a big success in the field
of energy and we’ll ask him if he’s going to run for mayor of New York City.

My conversation with John Catsimatidis follows, but first -- President Obama

says he wants to create jobs, but is it all just talk?

Signing the Lilly Ledbetter Fair Pay Act into law is not the way to get American
businesses hiring again. The law allows workers to sue employers for alleged
pay discrimination based on gender or race 20 years after they leave a company.

This opens the floodgates to frivolous suits over supposed wrongs committed
many years ago, even if memories have grown cold and some of the parties are
dead.

Opening old wounds, both real and perceived, is not the way to get businesses
moving forward again.

Take the Ledbetter case itself. Only after leaving Goodyear Tire & Rubber in
1998 and collecting a pension did Ledbetter claim that her supervisor was guilty
of gender discrimination, going back to the early 1980s.

Ledbetter initially won a big jury award, but appeals from both sides took the
case to the highest court. The Supreme Court finally ruled that the then-existing
statute of limitations actually meant what it said.

The new law will hinder jobs creation in every sector except the Plaintiff's Bar.
Lawyers are drooling over this while employers now have to worry about lawsuits
from decades past.

And in a moment, my interview with John Catsimatidis.

[01:53] Real Estate Then

STEVE FORBES: John, good to be with you.

JOHN CATSIMATIDIS: Well, thank you.

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STEVE FORBES: We're glad to have you here. Now you were a pioneer,
among other things, in the grocery business. Now, you also have been very
involved in real estate. So how, John, did you get in the real estate business?

JOHN CATSIMATIDIS: Well, I started in the supermarket business in the early

'70s. And by '75, '76, I realized you don't have a business unless you own the
real estate. Your lease comes up, and, in New York City especially, the
landlords would say, "Well, we'll double your rent or get out." So no matter how
hard you worked to develop your business--

STEVE FORBES: Is that why supermarkets are disappearing in New York now?

JOHN CATSIMATIDIS: Yes. Because the real estate exceeds the value of the
store. And I realized that unless you own the bricks, you can't make the rules.
And in 1977, the real estate market in Manhattan was the worst ever. You know,
the world was coming to an end. But I was a young kid. How old was I? I was in
my 20s. And what did I know? I didn't know any better.

STEVE FORBES: Some people may not remember, in those years, interest
rates went over 20 percent.

JOHN CATSIMATIDIS: Yes. I remember that. During Jimmy Carter's age.

Ronald Reagan had to straighten it out.

STEVE FORBES: Yes, he did.

JOHN CATSIMATIDIS: Yes. And I didn't know any better. And I started buying
some Manhattan real estate. The first piece I bought was on 100th Street and
Broadway, 99th Street and Broadway, from Robin Farkas, Alexander's
Department Stores. And Robin sold me that. They were going to build a big
Alexander's Department Stores on 96th and Broadway. And when they didn't do
it, they started selling the real estate they owned in the neighborhood. And I paid
$400,000 for that piece. And I had the money. And we sold it just before the
market collapsed, about two years ago, for $42 million.

STEVE FORBES: Not bad.

JOHN CATSIMATIDIS: So that's what you call a good deal.

[03:56] Real Estate Now

STEVE FORBES: So what do you see now? Are there $400,000 pieces
equivalent again out there?

JOHN CATSIMATIDIS: Not yet. Maybe in about six months. I think the market
is going to get soft. I think it goes back to the old adage. The people that are

- 21 -
overleveraged are going to get hurt. And the people who are not overleveraged
and they're conservative, they're going to make it through the cycle.

And it's a cycle. I would look to buy quality property in New York City if we could
buy it at prices from ten years ago, if not less. I bought some great property on
Coney Island just last year, right on the oceanfront. And we're going to build
some condos there when the market turns around a little bit. And my friends will
be arguing which corner apartment they want, because they're not making any
more oceanfront.

STEVE FORBES: Right. Right. And when you look at the market, one of the
things that seems to distinguish this downturn in commercial real estate is that,
unlike other downturns, there doesn't seem to be a lot of excess capacity. A lot
of these buildings are occupied.

JOHN CATSIMATIDIS: Like I said, if people are not leveraged and they don't
have to move because of a situation. But if people worked-- you know, I feel
sorry for friends that worked at Bear Stearns, or Lehman Brothers, or AIG, or any
of those companies-- if they're forced to sell a $10 million apartment and there's
very few buyers, then you're going to have a glitch in the market; it'll drop.
Especially if they borrowed $10 million on their Lehman Brothers stock at the
bank. The stock is worth nothing. They still have to pay the loan on their condo
or co-op. And they have to sell. That's what's going to cause a curve in the
market. And if I'm looking, I would say that over the next six months, seven
months, you're going to hit a low point by September. But it's going to take two
years for the real estate market to thaw itself out and go through a cycle.

STEVE FORBES: So, in your mind, it's still too early to plunge in?

JOHN CATSIMATIDIS: I would say by year-end, by September.

[06:34] Oil Price Manipulation

STEVE FORBES: Now, in addition to groceries and real estate, you're also in
the energy business. What's going to happen with that?

JOHN CATSIMATIDIS: That's our main business. Energy business is, we have
the biggest oil refinery in western Pennsylvania. We have our own pipeline. We
have gas stations. We bought that company, another good deal, back in 1985.
And an interesting thing we do with those gas stations and our gas stations are
called Red Apple, which was our original name, we advertise that our gasoline is
made from 100 percent North American crude oil. We have our own pipeline that
goes into Canada that brings in our Canadian crude, and that's what we process
and that's what we have at our gas stations. When everybody else's sales were
down, we were up six percent. Why? Americans like buying American versus
buying from Chavez, or buying from the Middle East. So we're doing very well

- 22 -
there. And energy and energy-related products represent probably close to 90
percent of our corporate sales.

STEVE FORBES: Now, we all know what's happened to the price of oil. What
do you see happening? Do you think this is just a temporary downturn?

JOHN CATSIMATIDIS: No. I think it's a very interesting thing. We're in the
middle of taking over a company in Tulsa, Oklahoma.

STEVE FORBES: Now, that's an interesting situation.

JOHN CATSIMATIDIS: SemGroup.

STEVE FORBES: They, SemGroup, they got in trouble because they didn't time
right on oil prices.

JOHN CATSIMATIDIS: We discovered that that was the problem of the whole
country. What happened was that SemGroup was probably short 30 percent of
the country's oil.

STEVE FORBES: Wow.

JOHN CATSIMATIDIS: That's a big number. So when they lost, it's like Hunt's
when they were involved in silver. But this is in reverse. They kept shorting oil
all the way up. Some forces on the other side knew they were shorting it, and
they were, what do you call it on Wall Street?

STEVE FORBES: Squeeze.

JOHN CATSIMATIDIS: Squeezing the shorts. So they were squeezing the

shorts, forced the price of oil up to $147. And when they couldn't make the $500
million margin goal, the market went straight down. Steve, this is a big discovery.
We turned it over to the investigators on this, because it wasn't the oil companies
that raised the price of oil.

Don't forget, when oil was $40 a barrel two years ago, the oil companies in the
world were producing 86 million barrels a day. When it went to $140, the oil
companies were producing 86 million barrels a day. When it went back down to
$40, the oil companies were producing 86 million barrels a day. It wasn't the oil
companies. It was certain hedge funds that were playing ping pong with each
other, raising it, and squeezing this company that had the shorts. And we think
that some of these hedge funds were subject, they had insider information on this
guy being short, this company being short 30 percent of the market. But, you
know, maybe you'll probably read about it on the front page of The Wall Street
Journal one of these days. Or maybe the front page of the Forbes.

- 23 -
STEVE FORBES: Oh, Forbes would be better, don't you think?

JOHN CATSIMATIDIS: Yes.

STEVE FORBES: Wow.

JOHN CATSIMATIDIS: Maybe we'll give you the exclusive when we find out.

STEVE FORBES: Look forward to it.

JOHN CATSIMATIDIS: But this story has to get out, because it's probably a
trillion dollar fraud on the American people.

STEVE FORBES: That's extraordinary. So what should be the price of oil, $40,
$50 a barrel?

`JOHN CATSIMATIDIS: I would say between the cost of producing it and the oil
companies a legitimate profit. It's anywhere from $45 to maybe $65, on the high
side, $75. But no more than that. The price of $147 was an avarice. It's like you
said, squeezing the shorts. And I'm convinced that if this company, SemGroup,
was able to make that $500 million margin call, at $147, when it had it, the next
day, you would have seen $160 oil.

STEVE FORBES: Wow. So the hedges were just going to destroy them?

JOHN CATSIMATIDIS: They were just going to destroy them.

[11:26] Leadership Is Everything

STEVE FORBES: Wow. Well, you've had an extraordinary entrepreneurial

career. What do you tell people today? You've had setbacks; you've had huge
successes. What advice do you give to somebody who wants to get in the
arena?

JOHN CATSIMATIDIS: Well, you know, there's no substitute for hard work. Be
honest. Maintain your friendships. And there's no substitute for hard work. The
reason I grew so fast in the supermarket business without help of the banks in
those days, was through my vendors. I convinced my vendors, the companies I
was doing business with, if I did more business, they would do more business.

So it goes back to leadership. By convincing them to do that, they financed our

entire operation where we had ten stores by the age of 24, 25. So it's called
leadership. Leadership to make sure you lead your employees in the direction of
success.

- 24 -
STEVE FORBES: So, just one minute on that. Vendors usually are worried
about getting paid.

JOHN CATSIMATIDIS: Yes.

STEVE FORBES: And if you come to them and say, "Help finance me," the first
thing they think is, "Oh, my God. I'm not going to get paid. This guy's a
deadbeat. What do I do?" How did you convince them you were the real deal?

JOHN CATSIMATIDIS: I must have been a good salesman. You've got to

remember, you know what I tell young people that I meet, whether it's at NYU or,
what I say to them, "We're all salesmen." It depends what, you're either selling
yourself or you're selling your company. Your dad was a great salesman.

STEVE FORBES: Yes, he was.

JOHN CATSIMATIDIS: Yes. You're selling yourself, you're selling what your
company does, or you're selling a product. If you're not convinced, you can't
convince others. So you have to show leadership and convince people that it
could be done.

[13:31] Mayor John?

STEVE FORBES: Now, talking about convincing, if Mike Bloomberg, for

whatever reason, does not run or can't run, depending on the shoals of politics
and the courts and Justice Department, are you going to take the plunge?

JOHN CATSIMATIDIS: Probably will take the plunge.

STEVE FORBES: Why?

JOHN CATSIMATIDIS: Why? I think, you know, I'm a New Yorker. I grew up in
New York. I spent all my life in New York. I spent my life in all the boroughs of
New York, just about. New York is going in the right direction, and has been
going in the right direction. I don't want to go back to yesteryear. And you
remember those days, Steve, where we were scared to walk on the streets of
New York. I want to be able to have New York continue to go in the right
direction. And again, leadership. You've got to convince the voters that I can do
a better job than the other candidates running.

STEVE FORBES: One quick thing on New York. What idea do you have to
make it more business friendly, so that more people like you can start businesses
in this town?

JOHN CATSIMATIDIS: I think we have to make it more friendly. Don't forget,

when I did business in New York City, and now you've got to get 40 or 50 permits

- 25 -
just to open a store. And you've got to go to three or four or five agencies in the
city. We need a more, it's much better since Mike Bloomberg has been there,
but we need a more business-friendly situation. And I'm going to tell you about
one of my dreams I have for New York. I am pursuing and we started a
foundation for the World's Fair of 2014; 2014 is the 50th anniversary of the '64
World's Fair.

STEVE FORBES: Right. I remember that.

JOHN CATSIMATIDIS: The 75th, me and you remember that, the 75th
anniversary of the '39 World's Fair. And I've talked to Mayor Bloomberg about it,
and I've talked to a lot of people. Out of every 100 people I talk to about it, 98
think it's a great situation. 2014, it'll help get construction jobs in New York. It'll
help build New York. And we'll take, when Mayor Bloomberg said to me, "Where
would you put it, John," I said to him, "Mayor, we'll take a blighted area in the city,
so when we put in new infrastructure, it'll stay there and we'll straighten out
another neighborhood."

He loved that part of it. So that our foundation is setting the fact, what should be
the theme or, now, multiple themes of the World's Fair? And we've got to get this
completed by this year to make 2014 viable. But I think it'll double the tourism in
New York. And it will give us all, as New Yorkers, a goal to work at.

STEVE FORBES: Well, that, I think, answers a question I wanted to ask you.
What's your bold prediction for the future? I've just got it: 2014 World's Fair,
New York again.

JOHN CATSIMATIDIS: Yes.

[16:43] No New Taxes

STEVE FORBES: And what do you think, looking around you, given all your
perspectives, is the biggest misplaced assumption in the country today?

JOHN CATSIMATIDIS: Oh, I don't know. We have a problem that we have to

straighten out. I think one of the wrong things that President Obama is doing, he
wants to increase taxes on everybody making over $250,000. I grew up in the
poor side of town. I played stick ball on 135th Street. But I always wanted to
work hard to succeed.

And if we take away working hard by saying, "No matter how much money you
take, you're going to either pay so many taxes, you're not going to be left with
anything." If you take that thing out of the wage, then we're going to kill the
incentive for our future entrepreneurs to work hard and to build. And our country,
in the last 20 years, it's not built by General Motors; it's built by the small
businessman that's expanding.

- 26 -
STEVE FORBES: John, thank you very much.

JOHN CATSIMATIDIS: Well, thank you for having me.

- 27 -