Flying J and Pilot Announce Preliminary Merger Agreement

Pilot Enters into Interim Financing Arrangement with Flying J

Agreement Supports Flying J`s Continued Operations and Emergence from Bankruptcy
OGDEN, Utah & KNOXVILLE, Tenn.--(Business Wire)--
Flying J Inc. ("Flying J") and Pilot Travel Centers LLC ("Pilot") today
announced that they have entered into a preliminary merger agreement that will
provide a framework for Flying J`s core travel plaza business to emerge from
Chapter 11 bankruptcy protection. Under the terms of the Letter of Intent filed
today with the U.S. Bankruptcy Court in Delaware, the value indicated would
allow all Flying J creditor obligations to be paid in full. Pilot has also
agreed to provide $100 million in Debtor-in-Possession financing for Flying J`s
operations, subject to Court approval and various conditions.

"After a careful and exhaustive review of the alternatives available, we have
concluded that a merger with Pilot represents the best possible outcome for
Flying J, our creditors, our customers, and our employees," said Crystal Call
Maggelet, Chairman of the Board of Flying J. "Over the next few months, we will
negotiate definitive agreements to merge our companies. This transaction will
allow us to emerge from the bankruptcy process relatively quickly thereafter and
to start a new chapter in the Flying J story."

Jimmy Haslam, CEO of Pilot, said, "We believe that by combining Flying J and
Pilot we will better serve our customers by more efficiently providing them with
the products and services they need. We look forward to working closely with
Flying J and its employees during the Chapter 11 emergence process, and as we
take the next steps of a new beginning for both of our companies."

The preliminary merger agreement with Pilot pertains specifically to Flying J`s
core travel plaza business, and it excludes Longhorn Pipeline, Big West Oil,
Flying J Oil & Gas, Haycock Petroleum, and Transportation Alliance Bank. Flying
J is in the process of pursuing or evaluating alternatives for each of these
other businesses.

Flying J filed for Chapter 11 protections on December 22, 2008, after a
precipitous drop in oil prices and disruption in the credit markets brought to
bear significant short-term pressure on the company`s liquidity position.

Flying J`s legal advisor is Kirkland & Ellis LLP and its financial advisor is
The Blackstone Group L.P. Pilot`s legal advisor is White & Case LLP.

About Flying J

Based in Ogden, Utah, Flying J Inc. is among the 20 largest private companies in
America, with 2007 sales exceeding $16 billion. This fully integrated oil
company employs approximately 14,700 people in the U.S. and Canada through its
interstate operations, transportation, refining and supply, exploration and
production, as well as its financial services and communications, divisions.

About Pilot

Pilot Travel Centers LLC is the nation's largest retail operator of Travel
Centers, catering to the professional driver and traveling motorist in 41 states
with over 300 retail interstate properties. The company is headquartered in
Knoxville, Tennessee and employs 13,000 nation-wide.

FOR FLYING J
Kekst and Company
Peter Hill, 212-521-4800
peter-hill@kekst.com
or
FOR PILOT
Moxley Carmichael
Cynthia Moxley, 865-544-0088
cmmoxley@moxleycarmichael.com

Copyright Business Wire 2009