Exhibit 99.1

UNITED STATES BANKRUPTCY COURT

SOUTHERN DISTRICT OF NEW YORK

Debtors : The Great Atlantic & Pacific Tea Company, Inc. et al. (1)

Case Number: Jointly Administered 10-24549 (RDD)

Monthly Operating Report for the Period:

January 30, 2011 to February 26, 2011

Debtors' Address:

2 Paragon Drive

Montvale, NJ 07645

Net Income: $9.5 million

Debtors' Attorneys:

Kirkland & Ellis LLP

601 Lexington Avenue

New York, NY 10022

Telephone: (212) 446-4800

Facsimile: (212) 446-4900

James H.M. Sprayregen, P.C.

Paul M. Basta

Ray C. Schrock

and

Kirkland & Ellis LLP

300 North LaSalle

Chicago, IL 60654

Telephone: (312) 862-2000

Facsimile: (312) 862-2200

James J. Mazza, Jr.

Report Preparer:

The undersigned, having reviewed the attached report and being familiar with the Debtors' financial affairs, verifies under the penalty of perjury that the information contained therein is complete, accurate and truthful to the best of my knowledge. (2)

Date: May 10, 2011	/s/ Frederic F. Brace
	Frederic F. Brace
	Chief Administrative Officer,
	Chief Restructuring Officer and
	Chief Financial Officer

(1)See Schedule 1 for a listing of Debtor by case number

(2)All amounts herein are unaudited and subject to revision.  The Debtors reserve all rights to revise this report.

Case No. 10-24549 (RDD) Jointly Administered

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THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC. et al. (1)

(DEBTORS-IN-POSSESSION)

MONTHLY OPERATING REPORT FOR FEBRUARY 2011

TABLE OF CONTENTS

	PAGE
Unaudited Financial Statements as of and for the four weeks ended February 26, 2011
Consolidated Statement of Operations	3
Consolidated Balance Sheet	4
Consolidated Statement of Cash Flows	5
Notes to Monthly Operating Report	7
Schedules:
Schedule 1: Schedule of Disbursements	13
Schedule 2: Debtor Questionnaire	14
Schedule 3: Consolidating Statement of Operations for the four weeks ended February 26, 2011	15
Schedule 4: Consolidating Balance Sheet as of February 26, 2011	16

(1)See Schedule 1 for a listing of Debtor by case number.

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THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC. et al. (1)

(DEBTORS-IN-POSSESSION)

MONTHLY OPERATING REPORT FOR FEBRUARY 2011

CONSOLIDATED STATEMENT OF OPERATIONS

(Unaudited – in thousands)

	Four Weeks Ended
	February 26, 2011
Sales	$	577,250
Cost of merchandise sold		(401,974	)
Gross margin		175,276
Store operating, general and administrative expense		(269,032	)
Long-lived asset impairment		(36,499	)
Loss from continuing operations before nonoperating income, interest expense, reorganization items, net and income taxes		(130,255	)
Nonoperating income		3,536
Interest expense		(14,043	)
Reorganization items, net		36,299
Loss from continuing operations before income taxes		(104,463	)
Benefit from income taxes		1,160
Loss from continuing operations		(103,303	)
Discontinued operations:
Loss from operations of discontinued businesses, net of tax benefit of $0		(19,975	)
Loss on disposal of discontinued operations, net of tax benefit of $0		(526	)
Reorganization items		133,264
Income from discontinued operations		112,763
Net income	$	9,460
(1) See Schedule 1 for a listing of Debtor by case number.
See accompanying notes to consolidated financial statements.

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THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC. et al. (1)

(DEBTORS-IN-POSSESSION)

MONTHLY OPERATING REPORT FOR FEBRUARY 2011

CONSOLIDATED BALANCE SHEET

(Unaudited – in thousands)

	As of
ASSETS	February 26, 2011
Current assets:
Cash and cash equivalents	$	352,607
Restricted cash		1,731
Accounts receivable, net of allowance for doubtful accounts of $5,554 at February 26, 2011		209,966
Inventories, net		440,960
Prepaid expenses and other current assets		36,329
Total current assets		1,041,593
Non-current assets:
Property:
Property owned, net		1,163,853
Property leased under capital leases, net		63,346
Property, net		1,227,199
Goodwill		110,412
Intangible assets, net		124,288
Other assets		141,357
Total assets	$	2,644,849
LIABILITIES & STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts payable	$	119,245
Book overdrafts		23,722
Accrued salaries, wages and benefits		109,428
Accrued taxes		26,175
Other accrued liabilities		65,048
Total current liabilities		343,618
Non-current liabilities:
Debtor-in-possession credit agreement		350,000
Other non-current liabilities		74,162
Total liabilities not subject to compromise		767,780
Liabilities subject to compromise		2,874,734
Total liabilities		3,642,514
Series A redeemable preferred stock – no par value, $1,000 redemption value;
authorized – 700,000 shares; issued – 179,020 shares		143,299
Stockholders’ deficit:
Common stock – $1 par value; authorized – 160,000,000 shares; issued and outstanding –		53,852
53,852,470 shares at February 26, 2011
Additional paid-in capital		511,157
Accumulated other comprehensive loss		(75,309	)
Accumulated deficit		(1,630,664	)
Total stockholders’ deficit		(1,140,964	)
Total liabilities and stockholders’ deficit	$	2,644,849
(1) See Schedule 1 for a listing of Debtor by case number.
See accompanying notes to consolidated financial statements.

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THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC. et al. (1)

(DEBTORS-IN-POSSESSION)

MONTHLY OPERATING REPORT FOR FEBRUARY 2011

CONSOLIDATED STATEMENT OF CASH FLOWS

(Unaudited – in thousands)

	Four Weeks Ended
	February 26, 2011
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	9,460
Adjustments to reconcile net income to net cash used in operating activities (see next page)		45,021
Changes in assets and liabilities:
Increase in receivables		(23,106	)
Decrease in inventories		1,390
Increase in prepaid expenses and other current assets		(5	)
Increase in other assets		(5,384	)
Increase in accounts payable		730
Decrease in accrued salaries, wages and benefits, and taxes		(3,743	)
Decrease in other accruals		(2,818	)
Decrease in other non-current liabilities		(38,453	)
Payments for reorganization items		(1,889	)
Other operating activities, net		2,764
Net cash used in operating activities		(16,033	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Expenditures for property		(2,549	)
Net cash used in investing activities		(2,549	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on capital leases		(960	)
Payment of financing fees for debtor-in-possession financing		(2,599	)
Principal payments of long-term real estate liabilities		(187	)
Decrease in book overdrafts		(1,176	)
Net cash used in financing activities		(4,922	)
Net decrease in cash and cash equivalents		(23,504	)
Cash and cash equivalents at beginning of period		376,111
Cash and cash equivalents at end of period	$	352,607
(1) See Schedule 1 for a listing of Debtor by case number.
See accompanying notes to consolidated financial statements.

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THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC. et al. (1)

(DEBTORS-IN-POSSESSION)

MONTHLY OPERATING REPORT FOR FEBRUARY 2011

CONSOLIDATED STATEMENT OF CASH FLOWS - CONTINUED

(Unaudited – in thousands)

ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH USED IN OPERATING ACTIVITIES:

	Four Weeks Ended
	February 26, 2011
Depreciation and amortization	$	15,281
Impairment of long-lived assets		42,259
Nonoperating income		(3,536	)
Self-insurance reserve		83,400
Non-cash interest expense		(199	)
Reorganization items related to continued operations		(36,613	)
Reorganization items related to discontinued operations		(133,264	)
Stock compensation expense		(1,056	)
Amortization of deferred real estate income		(888	)
Employee benefit related costs		2,306
LIFO adjustment		(95	)
Asset disposition initiatives relating to discontinued operations		13,524
Non-cash occupancy charges for stores closed in the normal course of business		56,189
Financing fees		7,713
Total adjustments to net income	$	45,021
(1) See Schedule 1 for a listing of Debtor by case number.
See accompanying notes to consolidated financial statements.

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THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC. et al.

MONTHLY OPERATING REPORT FOR FEBRUARY 2011

NOTES TO MONTHLY OPERATING REPORT (UNAUDITED)

1. Background

General

The Great Atlantic & Pacific Tea Company, Inc. (“we,” “our,” “us” or “our Company”) is engaged in the retail food business.  Our Company operates stores under the following trade names: A&P®, SuperFresh®, Waldbaum's®, Super Foodmart®, Food Basics®, The Food Emporium®, Best Cellars®, Best Cellars at A&P®, Pathmark® and Pathmark Sav-A-Center®.

Chapter 11 Reorganization Cases

On December 12, 2010 our Company and all of its U.S. subsidiaries (collectively, the “Debtors”) filed voluntary petitions for relief (the “Bankruptcy Filing”) under chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”).   Our Company’s non-U.S. subsidiaries, which are immaterial on a consolidated basis and have no retail operations, were not part of the Bankruptcy Filing. The Debtors are authorized to operate their businesses and manage their properties as "Debtors-in-Possession" under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court. 

We are currently operating pursuant to the Bankruptcy Filing and continuation of our Company as a going-concern is contingent upon, among other things, our ability (i) to comply with the terms and conditions of the DIP Credit Agreement described in Note 3 to this Monthly Operating Report; (ii) to develop a plan of reorganization and obtain confirmation under the Bankruptcy Code; (iii) to reduce debt and other liabilities through the bankruptcy process; (iv) to return to profitability, including necessary near-term cost concession from our business and labor partners beginning as early as June 2011 with the benefits reflected in our results shortly thereafter; (v) to generate sufficient cash flow from operations; and (vi) to obtain financing sources to meet our future obligations.  The uncertainty regarding these matters raises substantial doubt about our ability to continue as a going concern.

2. Basis of Presentation

Debtors-in-Possession Financial Statements

The unaudited consolidated financial statements and supplemental information contained herein represent the consolidated financial information for the Debtors as of and for the four weeks ended February 26, 2011. Non-Debtor subsidiaries are deemed to be immaterial on a consolidated basis and related income statement and balance sheet activity has been reported separately on Schedule 3 and Schedule 4 under the column “Foreign non-debtor”.

Our Company was required to apply the FASB’s provisions of Reorganizations effective on December 12, 2010, which is applicable to companies in chapter 11, which generally does not change the manner in which financial statements are prepared.  However, it does require that the financial statements for periods subsequent to the Bankruptcy Filing distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business.

The unaudited consolidated financial statements have been derived from the books and records of our Company. Certain financial information, however, has not been subject to procedures that would typically be applied to financial information presented in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”), and upon the application of such procedures (such as tests for asset impairment), we believe that the financial information will be subject to changes, and these changes could be material. The financial information furnished in this report includes primarily normal recurring adjustments but does not include all of the adjustments that would typically be made for quarterly financial statements in accordance with U.S. GAAP. As of February 26, 2011, all balances are subject to further review and reclassification. In addition, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted. Therefore, this report should be read in conjunction with our Company’s audited consolidated financial statements on Forms 10-K as of and for the periods ended February 26, 2011 and February 27, 2010, respectively, for the interim periods on Form 10-Q as of and for the periods ended June 19, 2010, September 11, 2010, and December 4, 2010, respectively, and our Monthly Operating Reports as of and for the four weeks ended January 1, 2011 and January 29, 2011.

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MONTHLY OPERATING REPORT FOR FEBRUARY 2011

NOTES TO MONTHLY OPERATING REPORT (UNAUDITED)

The results of operations contained herein are not necessarily indicative of the results which may be expected for any other period or for the full year and may not necessarily reflect the combined results of operations, financial position and cash flows of our Company in the future.

Intercompany Transactions

Intercompany transactions between Debtor entities, as well as between Debtor and non-debtor subsidiaries, include, but are not limited to, intercompany cash sweep arrangements, intercompany financing arrangements, intercompany wages and intercompany inventory procurement.  The intercompany financing agreements include two loans from two of the non-debtor foreign subsidiaries to Shopwell, Inc., a Debtor of our Company; a 3.562% loan due on May 27, 2013 with an outstanding balance of principal and interest of approximately $94.0 million from A&P Bermuda Limited and a 2.85% loan due on January 15, 2014 with an outstanding balance of principal and interest of approximately $0.1 million from APTEA Hungry Liquidity Management Limited Liability Company. All payments between the Debtor and non-debtor entities have been stayed at this time. The intercompany balances due to / from entities, as shown on individual entities’ balance sheets included in the accompanying Consolidating Balance Sheet, represent the accumulation of activity over time.  These balances between Debtor entities have not been eliminated in the accompanying Consolidating Balance Sheets. Certain intercompany transactions have been eliminated in the accompanying Consolidated Statement of Operations.  Intercompany balances between the Debtor and non-debtor entities have been shown net in the consolidated financial statements.

Interest Expense

We recorded all contractual interest on secured debt for the four weeks ended February 26, 2011. We recorded interest accretion expense for capital leases and real estate liabilities, self-insurance reserves, GHI and corporate owned life insurance (“COLI”) obligations. Although we have recorded interest accretion expense, we have not made a final determination as to the value of any underlying assets or the rejection/assumption of any of the obligations.  Once a determination is made, the accretion of the interest expense may change. We did not record contractual interest expense of $3.5 million for unsecured debt which is subject to compromise for the four weeks ended February 26, 2011.  Debt discounts and deferred financing fees for all debt which is subject to compromise were reclassified into the carrying value of the respective indebtedness upon the Bankruptcy Filing and the balances were then adjusted to the face value of the debt.  As a result of this reclassification, we ceased amortization of deferred financing fees and discounts effective as of the Bankruptcy Filing date.Such amounts may need to be adjusted in future periods.  

Taxes and Insurance

We received approval to pay pre-petition employee withholding obligations in addition to employment and wage related taxes, sales and use taxes, and certain other taxes due in the normal course of business through certain court orders. As such, we have paid the applicable taxes when due except for amounts that are in dispute.

All post-petition tax obligations to the proper taxing authorities are current.  Deferred tax liabilities of $28.3 million are included within “Other accrued liabilities” in the Consolidated Balance Sheet.  Pre-petition amounts owed for our pro-rata portion of certain taxes for which we reimburse third parties have not been paid.

Additionally, all insurance premiums are current and all insurance policies are in force as of February 26, 2011.

Other non-current liabilities

Other non-current liabilities are comprised of $62.0 million for non-Debtor obligations for COLI and $12.2 million for self-insurance reserves that were incurred subsequent to the Bankruptcy Filing.  These amounts are not subject to compromise under the Bankruptcy Filing.

3. DIP Credit Agreement

In connection with the Bankruptcy Filing, on December 13, 2010, the Bankruptcy Court entered its interim financing order, among other things, permitting us to enter into a Superpriority Debtor-in-Possession Credit Agreement (as amended and restated by that certain Amended and Restated Superpriority Debtor-in-Possession Credit Agreement dated as of December 21, 2010 and further amended by that certain First Amendment thereto dated January 10, 2011, the “DIP Credit Agreement”) with JPMorgan Chase Bank, N.A., as administrative agent and as collateral agent (in

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MONTHLY OPERATING REPORT FOR FEBRUARY 2011

NOTES TO MONTHLY OPERATING REPORT (UNAUDITED)

such capacity, the “Agent”), the lenders from time to time party thereto (collectively, the “DIP Lenders”) and our Company and certain subsidiaries as borrowers thereunder. On December 14, 2010, we satisfied all of the conditions to the effectiveness of the DIP Credit Agreement and consummated the transactions contemplated thereunder including the refinancing in full of our Company’s and its applicable subsidiaries’ obligations under the pre-existing first lien credit facility. Pursuant to the terms of the DIP Credit Agreement:

• the DIP Lenders agreed to lend up to $800.0 million in the form of a $350.0 million term loan and a $450.0 million revolving credit facility with a $250.0 million sublimit for letters of credit, in each case subject to the terms and conditions therein;

• our Company’s and the Subsidiary Borrower’s obligations under the DIP Credit Agreement and the other specified loan documents are guaranteed by our Company’s certain other subsidiaries that are Debtors (“Subsidiary Guarantors” and, together with our Company and the Subsidiary Borrowers, the “Loan Parties”); and

• the Loan Parties’ obligations under the DIP Credit Agreement and such other specified loan documents are secured by a security interest in, and lien upon, substantially all of the Loan Parties’ existing and after-acquired personal and real property, having the priority and subject to the terms therein and in the order(s) entered into by the Bankruptcy Court, as applicable.

Our Company will have the option to have interest on the revolving loans under the revolving credit facility provided under the DIP Credit Agreement accrue at an alternate base rate plus 200 basis points or at adjusted LIBOR plus 300 basis points. Our Company will have the option to have interest on the term loan provided under the DIP Credit Agreement accrue at an alternate base rate plus 600 basis points or at adjusted LIBOR (with a floor of 175 basis points) plus 700 basis points. The DIP Credit Agreement limits, among other things, our Company’s and the other Loan Parties’ ability to (i) incur indebtedness, (ii) incur or create liens, (iii) dispose of assets, (iv) prepay certain indebtedness and make other restricted payments, (v) enter into sale and leaseback transactions and (vi) modify the terms of certain indebtedness and certain material contracts. The DIP Credit Agreement also contains certain financial covenants, including a minimum excess availability covenant of $100.0 million, minimum liquidity covenant of $100.0 million and minimum cumulative EBITDA covenant as defined in the DIP Credit Agreement.  Minimum cumulative EBITDA measured beginning on April 24, 2011 is as follows (in millions):

Date	Minimum Cumulative EBITDA
August 13, 2011		$          -
September 10, 2011		10.0
October 8, 2011		20.0
November 5, 2011		35.0
December 3, 2011		50.0
December 31, 2011		65.0
January 28, 2012		90.0
February 25, 2012		100.0
March 24, 2012		110.0
April 21, 2012		125.0
May 19, 2012		150.0
June 16, 2012		175.0

We are currently in compliance with all covenants.  Meeting our EBITDA covenant requires increasing levels of performance throughout the year.  Achieving this improving performance will require our Company to successfully implement our business improvement initiatives beginning as early as June 2011 with the benefits reflected in our results shortly thereafter. The DIP Credit Agreement matures upon the earliest to occur of (a) June 14, 2012, (b) the acceleration of the loans and the termination of the commitment thereunder, and (c) the substantial consummation (as defined in Section 1101(2) of the Bankruptcy Code, which for purposes hereof shall be no later than the effective date

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MONTHLY OPERATING REPORT FOR FEBRUARY 2011

NOTES TO MONTHLY OPERATING REPORT (UNAUDITED)

thereof) of a plan of reorganization that is confirmed pursuant to an order entered by the Bankruptcy Court. The Bankruptcy Court entered a final order approving the DIP Credit Agreement on January 11, 2011.

4. Reorganization Items, net

Reorganization items, net represent amounts incurred as a direct result of the Bankruptcy Filing and was comprised of the following:

	Four Weeks Ended
	February 26, 2011
	(in thousands)
Adjustments to secured debt – subject to compromise	$	(15,601)
Professional fees		(6,980)
US Trustee fees		(250)
Reduction of closed store reserve – continuing operations		59,444
Reorganization items, net – continuing operations		36,613
Reduction of closed store reserve – discontinued operations		133,264
Total reorganization items, net	$	169,877

We have rejected 98 of our leases through the bankruptcy process and adjusted the reserve balance associated with these leases by $192.7 million, the allowable claim for damages, of which $59.4 million was attributed to continuing operations and $133.3 million was attributed to discontinued operations. Debt discounts and deferred financing fees for secured pre-petition indebtedness of $15.6 million were reclassified into the carrying values of the indebtedness and the balance was then adjusted to the face value of the debt. Professional fees of approximately $7.0 million were accrued. We paid approximately $1.6 million for Professional Fees for the four weeks ended February 26, 2011 related to our Bankruptcy Filing.   U.S. Trustee fees of approximately $0.3 million were incurred.

5. Liabilities Subject to Compromise

As a result of the Bankruptcy Filing, the payment of pre-petition indebtedness is subject to compromise or other treatment under a plan of reorganization. Generally, actions to enforce or otherwise effect payment of pre-Bankruptcy Filing liabilities are stayed. Although payment of pre-petition claims generally is not permitted, the Bankruptcy Court granted the Debtor authority to pay certain pre-petition claims in designated categories and subject to certain terms and conditions. This relief generally was designed to preserve the value of our Company’s businesses and assets. Among other things, the Bankruptcy Court authorized us to pay certain pre-petition claims relating to employee wages and benefits, customers, vendors, and suppliers.

We have been paying and intend to continue to pay undisputed post-petition claims in the ordinary course of business. In addition, we may reject pre-petition executory contracts and unexpired leases with respect to our operations, with the approval of the Bankruptcy Court. Any damages resulting from rejection of executory contracts and unexpired leases are treated as general unsecured claims and will be classified as “Liabilities subject to compromise” on the Consolidated Balance Sheet. We will notify all known claimants subject to the bar date of their need to file a proof of claim with the Bankruptcy Court. A bar date is the date by which claims against our Company must be filed if the claimants disagree with the amounts included in our schedule of assets and liabilities filed with the United States Trustee and wish to receive any distribution in the Bankruptcy Filing. A bar date of June 17, 2011 has been set by the Bankruptcy Court. Differences between liability amounts estimated by our Company and claims filed by creditors will be investigated and, if necessary, the Bankruptcy Court will make a final determination of the allowable claims. The ultimate amount of such liabilities is not determinable at this time.

Pre-petition liabilities that are subject to compromise are required to be reported at the amounts expected to be allowed, even if they may be settled for lesser amounts.  The amounts currently classified as “Liabilities subject to compromise” may be subject to future adjustments depending on Bankruptcy Court actions, further developments with respect to disputed claims, determinations of the secured status of certain claims, the values of any collateral securing such claims, or other events.  We expect that certain amounts currently classified as “Liabilities subject to

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MONTHLY OPERATING REPORT FOR FEBRUARY 2011

NOTES TO MONTHLY OPERATING REPORT (UNAUDITED)

compromise” may in fact be paid in the ordinary course as they come due.  Any resulting changes in classification will be reflected in subsequent monthly operating reports.

Liabilities subject to compromise consist of the following:

	As of February 26, 2011
	(in thousands)
Accounts payable	$	212,135
Accrued salaries, wages, and benefits		10,939
Self-insurance reserves		400,170
Closed store and warehouse reserves		157,192
Pension withdrawal liabilities		97,196
GHI contractual liability for employee benefits		94,281
Accrued occupancy related costs for open stores		24,523
Deferred income		74,394
Deferred real estate income		89,309
Accrued audit, legal and other		8,118
Accrued interest		33,921
Other postretirement and postemployment benefits		41,655
Other accruals		8,005
Pension plan benefits		125,000
Deferred rent liabilities		56,287
Unfavorable lease liabilities		4,201
Other noncurrent liabilities		11,316
5.125% Convertible Senior Notes, due June 15, 2011		165,000
Related Party Promissory Note, due August 18, 2011		10,000
9.125% Senior Notes, due December 15, 2011		12,840
6.750% Convertible Senior Notes, due December 15, 2012		255,000
11.375% Senior Secured Notes, due August 4, 2015		260,000
9.375% Notes, due August 1, 2039		200,000
Other debt		2,714
Obligations under capital leases		121,058
Real estate liabilities		399,480
Total liabilities subject to compromise	$	2,874,734

Certain items that were classified as Liabilities subject to compromise within the January 2011 Monthly Operating Report have been reclassified.

Liabilities subject to compromise include liabilities related to pre-petition purchases and interest payments, some of which were scheduled for payment in the February 2011 period.  As a result, the February 2011 cash flows from operations were favorably affected by the stay of payment related to the liabilities.

Rejected Leases

We have rejected 98 of our leases through the bankruptcy process and reduced the reserve balance associated with these leases by $192.7 million, net to the allowable claim for damages of $130.2 million. The remaining closed store reserve balance of $27.0 million relates to locations for which the leases have not been rejected as of February 26, 2011.

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MONTHLY OPERATING REPORT FOR FEBRUARY 2011

NOTES TO MONTHLY OPERATING REPORT (UNAUDITED)

Non-debtor Financing Agreements

Intercompany financing agreements with foreign non-Debtor subsidiaries of $94.1 million are not reflected in the above liabilities subject to compromise table as these amounts were eliminated on a consolidated basis. 

6. Post-petition Accounts Payable and Accrued Expenses

To the best of our knowledge, all undisputed post-petition accounts payable and accrued expenses have been paid, or are being paid under agreed-upon payment terms.

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THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC. et al.

MONTHLY OPERATING REPORT FOR FEBRUARY 2011

SCHEDULE 1: SCHEDULE OF DISBURSEMENTS

Case Number:	Debtor Name:	Disbursements for the four weeks ended February 26, 2011:
087-10-24548	APW SUPERMARKETS, INC.	$	30,698,790.19
087-10-24549	THE GREAT ATLANTIC & PACIFIC		132,401,219.60
087-10-24550	2008 BROADWAY, INC.		-
087-10-24551	AAL REALTY CORPORATION		-
087-10-24552	ADBRETT CORPORATION		125.00
087-10-24553	AMSTERDAM TRUCKING CORPORATION		-
087-10-24554	APW SUPERMARKET CORPORATION		-
087-10-24555	BERGEN STREET PATHMARK, INC.		-
087-10-24556	BEST CELLARS DC, INC.		-
087-10-24557	BEST CELLARS, INC.		178,473.40
087-10-24558	BEST CELLARS LICENSING, CORP.		-
087-10-24559	BEST CELLARS MASSACHUSETTS, INC.		5,360.01
087-10-24560	BEST CELLARS VA, INC.		24,877.77
087-10-24561	BEV, LTD		79,109.52
087-10-24562	BORMAN'S INC.		114,744.31
087-10-24563	BRIDGE STUART, INC.		-
087-10-24564	CLAY-PARK REALTY, CORP.		-
087-10-24565	COMPASS FOODS, INC.		125.00
087-10-24566	EAST BRUNSWICK STUART, LLC		110.43
087-10-24567	FARMER JACKS OF OHIO, INC.		-
087-10-24568	FOOD BASICS, INC.		7,120,049.89
087-10-24569	GRAMATAN FOODTOWN CORP.		-
087-10-24570	GRAPE FINDS AT DUPONT, INC.		-
087-10-24571	GRAPE FINDS LICENSING, CORP.		-
087-10-24572	GREENLAWN LAND DVLPMNT, CORP.		-
087-10-24573	HOPELAWN PROPERTY I, INC.		2,796.27
087-10-24574	KOHL'S FOOD STORES, INC.		-
087-10-24575	KWIK SAVE, INC.		-
087-10-24576	LANCASTER PIKE STUART, LLC		-
087-10-24577	LBRO REALTY, INC.		-
087-10-24578	MAC DADE BOULEVARD STUART, LLC		-
087-10-24579	MCLEAN AVENUE PLAZA, CORP.		-
087-10-24580	MILIK SERVICE COMPANY, LLC		-
087-10-24581	MONTVALE HOLDINGS, INC.		-
087-10-24582	N. JERSEY PROPERTIES, INC. VI		-
087-10-24583	ONPOINT, INC.		-
087-10-24584	PATHMARK STORE, INC.		101,303,967.52
087-10-24585	PLAINBRIDGE, LLC		322,538,524.02
087-10-24586	SEG STORES, INC.		20,280.03
087-10-24587	SHOPWELL, INC.		11,352,075.04
087-10-24588	SHOPWELL, INC.		-
087-10-24589	SPRING LANE PRODUCE CORP.		-
087-10-24590	SUPER FRESH FOOD MARKETS, INC.		18,219,808.00
087-10-24591	SUPER FRESH/SAV A CENTER, INC.		21,133.02
087-10-24592	SUPER MARKET SERVICES, CORP.		477.84
087-10-24593	SUPER PLUS FOOD WAREHOUSE, INC.		125.00
087-10-24594	SUPERMARKETS OIL COMPANY, INC.		-
087-10-24595	THE FOOD EMPORIUM, INC.		-
087-10-24596	THE OLD WINE EMPORIUM		143,009.41
087-10-24597	THE S. DAKOTA GREAT ATLANTIC		-
087-10-24598	TRADEWELL FOODS OF CONN., INC.		547,699.94
087-10-24599	UPPER DARBY STUART, LLC		-
087-10-24600	WALDBAUM, INC.		2,175,282.46
087-10-24601	LO-LO DISCOUNT STORES, INC.		126,466.56
	GRAND TOTALS:	$	627,074,630.23

Certain Debtor entities make disbursements on behalf of the other Debtor entities.  Every effort has been made to accurately represent the disbursements made on behalf of each affiliated debtor.

Case No. 10-24549 (RDD) Jointly Administered

- 13 -

THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC. et al. (1)

MONTHLY OPERATING REPORT FOR FEBRUARY 2011

SCHEDULE 2: DEBTOR QUESTIONNAIRE

	Must be completed each month. If the answer to any of the questions is “Yes”, provide a detailed explanation of each item. Attach additional sheets if necessary.	Yes	No
1.	Have any assets been sold or transferred outside the normal course of business this reporting period?		ü
2.	Have any funds been disbursed from any account other than a debtor-in-possession account this reporting period?	ü(a)
3.	Is the Debtor delinquent in the timely filing of any post-petition tax returns?		ü
4.	Are worker compensation, general liability or other necessary insurance coverage expired or cancelled, or has the debtor received notice of expiration or cancellation of such policies?		ü
5.	Is the Debtor delinquent in paying any insurance premium payment?		ü
6.	Have any payments been made on pre-petition liabilities this reporting period?	ü(b)
7.	Are any post-petition receivables (accounts, loans, or loans) due from related parties?		ü
8.	Are any post-petition payroll taxes past due?		ü
9.	Are any post-petition State or Federal income taxes past due?		ü
10.	Are any post-petition real estate taxes past due?		ü
11.	Are any other post-petition taxes past due?		ü
12.	Have any pre-petition taxes been paid during this reporting period?	ü(b)
13.	Are any amounts owed to post-petition creditors delinquent?		ü
14.	Are any wage payments past due?	ü(c)
15.	Have any post-petition loans been received by the Debtor from any party?		ü
16.	Is the Debtor delinquent in paying any U.S. Trustee fees?		ü
17.	Is the Debtor delinquent with any court ordered payments to attorneys or other professionals?		ü
18.	Have the owners or shareholder received any compensation outside of the normal course of business?		ü

Explanations to “Yes” answers:

(a)Funds have been disbursed from Rule 501(c)3 non-profit organizations, affiliates of our Company, in the normal course of operations.

(b)Payments made on certain pre-petition liabilities and taxes were made pursuant to various court orders.

(c) Certain severance payments have not been made and have been classified as part of “liabilities subject to compromise”; however, wage payments for existing employees are current.

(1) See Schedule 1 for a listing of Debtor by case number.

Case No. 10-24549 (RDD) Jointly Administered

- 14 -

THE GREAT ATLANTIC  & PACIFIC TEA COMPANY, INC. et al.

(DEBTORS-IN-POSSESSION)

MONTHLY OPERATING REPORT FOR FEBRUARY 2011

SCHEDULE 3: CONSOLIDATING STATEMENTS OF OPERATIONS

FOR THE FOUR WEEKS ENDED FEBRUARY 26, 2011

(Unaudited - in thousands)

		APW Supermarket		Bev LTD		Borman's Inc		Farmer Jacks		Hopelawn		Kohl's Food		Shopwell		Super Fresh/Sav		Super Fresh		The Great A&P		The Old Wine
								of Ohio		Property I Inc		Stores				-A-Center		Food Markets		Tea Co		Emporium
		10-24548		10-24561		10-24562		10-24567		10-24573		10-24574		10-24587		10-24591		10-24590		10-245549		10-24596
Sales	$	86,715	$	118	$	-	$	-	$	-	$	-	$	21,496	$	-	$	44,248	$	165,710	$	207
Cost of merchandise sold		(59,383)		(93)		-		-		-		-		(11,604)		-		(30,109)		(115,460)		(159)
Gross margin		27,332		25		-		-		-		-		9,892		-		14,139		50,250		48
Store operating, general and administrative expense		(38,277)		(84)		(306)		(13)		(1)		(32)		(11,243)		(48)		(20,810)		(82,627)		(91)
Long-lived asset impairment		(1,466)		-		-		-		-		-		-		-		(14,003)		(4,985)		-
(Loss) income from continuing operations before nonoperating income, interest expense, reorganization items, net and income taxes		(12,411)		(59)		(306)		(13)		(1)		(32)		(1,351)		(48)		(20,674)		(37,362)		(43)
Nonoperating income		-		-		-		-		-		-		-		-		-		3,536		-
Interest expense		(374)		-		-		-		-		-		-		-		(305)		(10,671)		-
Reorganization items, net		1,480		-		-		-		-		-		-		-		1,940		4,307		-
(Loss) income from continuing operations before income taxes		(11,305)		(59)		(306)		(13)		(1)		(32)		(1,351)		(48)		(19,039)		(40,190)		(43)
Benefit from income taxes		-		-		-		-		-		-		-		-		-		1,148		-
(Loss) income from continuing operations		(11,305)		(59)		(306)		(13)		(1)		(32)		(1,351)		(48)		(19,039)		(39,042)		(43)
(Loss) income from discontinued operations, net of tax benefit		-		-		(14,984)		(225)		-		(6)		-		(4,771)		-		11		-
Loss on disposal of discontinued operations, net of tax benefit		-		-		-		-		-		-		-		(526)		-		-		-
Reoganization items		-		-		100,869		19,177		1,780		8,469		-		2,969		-		-		-
Income (loss) from discontinued operations		-		-		85,885		18,952		1,780		8,463		-		(2,328)		-		11		-
Net (loss) income	$	(11,305)	$	(59)	$	85,579	$	18,939	$	1,779	$	8,431	$	(1,351)	$	(2,376)	$	(19,039)	$	(39,031)	$	(43)

Case No. 10-245949 (RDD) Jointly Administered

-15-

	Tradewell Foods		Waldbaums Inc		US Food Basics		Pathmark Inc		Plainbridge		E Brusnswick		Best Cellars		SEG		Best Cellars		Best Cellars of		Grape Finds at		SMS		Foreign		Total
																	Mass Inc		Virgina Inc		Dupont, Inc				Non-Debtor
	10-24598		10-24600		10-24568		10-24584		10-24585		10-24566		10-24557		10-24586		10-24559		10-24560		10-24570		10-24592
$	1,140	$	2,903	$	18,755	$	235,717	$	-	$	-	$	185	$	-	$	-	$	57	$	-	$	-	$	-	$	577,251
	(748)		(1,906)		(15,373)		(166,990)		-		-		(112)		-		-		(37)		-		-		-		(401,974)
	392		997		3,382		68,727		-		-		73		-		-		20		-		-		-		175,277
	(490)		(1,578)		(5,374)		(107,140)		(427)		187		(92)		10		(11)		(50)		(1)		(36)		(498)		(269,032)
	-		-		(3,032)		(13,013)		-		-		-		-		-		-		-		-		-		(36,499)
	(98)		(581)		(5,024)		(51,426)		(427)		187		(19)		10		(11)		(30)		(1)		(36)		(498)		(130,568)
	-		-		-		-		-		-		-		-		-		-		-		-		-		3,536
	-		(533)		(135)		(2,026)		-		-		-		-		-		-		-		-		-		(14,044)
	-		2,474		1,993		24,105		-		-		-		-		-		-		-		-		-		36,299
	(98)		1,360		(3,166)		(29,347)		(427)		187		(19)		10		(11)		(30)		(1)		(36)		(498)		(104,463)
	-		-		-		-		-		-		-		-		-		-		-		-		12		1,160
	(98)		1,360		(3,166)		(29,347)		(427)		187		(19)		10		(11)		(30)		(1)		(36)		(486)		(103,303)
	-		-		-		-		-		-		-		-		-		-		-		-		-		(19,975)
	-		-		-		-		-		-		-		-		-		-		-		-		-		(526)
	-		-		-		-		-		-		-		-		-		-		-		-		-		133,264
	-		-		-		-		-		-		-		-		-		-		-		-		-		112,763
$	(98)	$	1,360	$	(3,166)	$	(29,347)	$	(427)	$	187	$	(19)	$	10	$	(11)	$	(30)	$	(1)	$	(36)	$	(486)	$	9,460

Case No. 10-245949 (RDD) Jointly Administered

-15-

THE GREAT ATLANTIC  & PACIFIC TEA COMPANY, INC. et al.

(DEBTORS-IN-POSSESSION)

MONTHLY OPERATING REPORT FOR FEBRUARY 2011

SCHEDULE 4: CONSOLIDATING  BALANCE SHEETS

AS OF FEBRUARY 26, 2011

(Unaudited - in thousands)

		APW Supermarket		Bev LTD		Borman's Inc		Farmer Jacks		Hopelawn		Kohl's Food		Shopwell		Super Fresh/Sav		Super Fresh		The Great A&P		The Old Wine		Tradewell Foods		Waldbaums Inc		US Food Basics
								of Ohio		Property I Inc		Stores				-A-Center		Food Markets		Tea Co		Emporium
		10-24548		10-24561		10-24562		10-24567		10-24573		10-24574		10-24587		10-24591		10-24590		10-245549		10-24596		10-24598		10-24600		10-24568
ASSETS
Current assets:
Cash and cash equivalents	$	4,995	$	8	$	-	$	-	$	-	$	-	$	803	$	-	$	2,782	$	319,265	$	23	$	25	$	131	$	912
Restricted cash		201		-		-		-		-		-		-		-		-		1,406		-		-		-		84
Accounts receivable, net		5,812		1		7		-		-		4		1,501		-		6,926		138,819		2		44		647		1,154
Inventories, net		63,442		621		-		-		-		-		8,727		-		38,070		156,579		501		784		2,163		10,235
Prepaid expenses and other current assets		3,132		-		-		-		-		-		2,908		-		1,006		21,741		1		105		1,002		372
Total current assets		77,582		630		7		-		-		4		13,939		-		48,784		637,810		527		958		3,943		12,757
Non-current assets:
Property
Property owned, net		118,812		407		481		-		-		-		31,774		-		56,697		239,690		37		795		20,565		28,190
Property leased under capital leases, net		-		-		-		-		-		-		77		-		-		5,100		-		-		-		-
Property, net		118,812		407		481		-		-		-		31,851		-		56,697		244,790		37		795		20,565		28,190
Goodwill		31,487		-		-		-		-		-		12,110		-		-		33,042		-		-		27,798		4,147
Intangible assets, net		-		-		-		-		-		-		-		-		-		-		-		-		-		-
Other assets		3,295		-		-		-		-		-		475		455		741		130,680		-		12		51		432
Total assets	$	231,176	$	1,037	$	488	$	-	$	-	$	4	$	58,375	$	455	$	106,222	$	1,046,322	$	564	$	1,765	$	52,357	$	45,526
LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Accounts payable	$	11,487	$	39	$	(1)	$	-	$	-	$	-	$	4,622	$	-	$	5,627	$	53,398	$	63	$	176	$	369	$	3,237
Book overdrafts		-		-		-		-		-		-		-		-		-		23,722		-		-		-		-
Accrued salaries, wages and benefits		11,723		25		-		-		-		-		3,098		-		7,238		53,880		45		150		295		836
Accrued taxes		1,205		-		-		-		-		-		383		-		565		20,906		12		10		28		228
Other accruals		4,835		18		(2)		-		-		-		1,201		-		2,189		140,692		13		59		125		626
Total current liabilities		29,250		82		(3)		-		-		-		9,304		-		15,619		292,598		133		395		817		4,927
Non-current liabilities:
Debtor-in-possession financing		-		-		-		-		-		-		-		-		-		350,000		-		-		-		-
Other non-current liabilities		-		-		-		-		-		-		-		-		-		71,503		-		-		-		-
Intercompany, net		(393,582)		2,179		131,142		37,144		20,318		(281,299)		(252,241)		(29,582)		220,722		(221,104)		1,056		(8,460)		(104,101)		93,504
Total liabilities not subject to compromise		(364,332)		2,261		131,139		37,144		20,318		(281,299)		(242,937)		(29,582)		236,341		492,997		1,189		(8,065)		(103,284)		98,431
Liabilities subject to compromise		165,493		38		76,064		9,554		1,400		5,988		35,386		26,004		61,248		2,058,043		10		2,219		11,723		24,464
Total liabilities		(198,839)		2,299		207,203		46,698		21,718		(275,311)		(207,551)		(3,578)		297,589		2,551,040		1,199		(5,846)		(91,561)		122,895
Preferred stock		-		-		-		-		-		-		-		-		-		143,299		-		-		-		-
Shareholders' equity (deficit):
Common stock		-		-		-		-		-		-		-		-		-		53,852		-		-		-		-
Additional paid-in capital		291,299		-		78,031		-		-		31,200		70,209		-		13,419		(333,426)		-		-		685		-
Accumulated other comprehensive loss		-		-		-		-		-		-		-		-		-		(75,309)		-		-		-		-
Retained earnings (accumulated deficit)		138,716		(1,262)		(284,746)		(46,698)		(21,718)		244,115		195,717		4,033		(204,786)		(1,278,436)		(635)		7,611		143,233		(77,369)
Accumulated translation adjustment		-		-		-		-		-		-		-		-		-		(14,698)		-		-		-		-
Total shareholders' equity (deficit)		430,015		(1,262)		(206,715)		(46,698)		(21,718)		275,315		265,926		4,033		(191,367)		(1,648,017)		(635)		7,611		143,918		(77,369)
Total liabilities and shareholders' equity (deficit)	$	231,176	$	1,037	$	488	$	-	$	-	$	4	$	58,375	$	455	$	106,222	$	1,046,322	$	564	$	1,765	$	52,357	$	45,526
3

Case No 10-24549 (RDD) Jointly Administered

-16-

	Pathmark Inc		Plainbridge		Delaware County		E Brusnswick		Best Cellars		SEG		Best Cellars		Best Cellars of		Grape Finds at		SMS		2008 B'Way		South Dakota		Bridge Stuart		Adbrett Corp		Bergen Street		Foreign		Total
					Dairies								Mass Inc		Virgina Inc		Dupont, Inc						Great A&P Tea		Inc				Pathmark Inc		Non-Debtor
	10-24584		10-24585				10-24566		10-24557		10-24586		10-24559		10-24560		10-24570		10-24592		10-24550		10-24597		10-24563		10-24552		10-24555
$	21,749	$	-	$	-	$	-	$	3	$	-	$	-	$	6	$	-	$	-	$	-	$	-	$	-	$	-	$	-	$	1,905	$	352,607
	40		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		1,731
	36,006		18,696		-		199		8		140		-		-		-		-		-		-		-		-		-		-		209,966
	159,277		360		-		-		120		-		7		74		-		-		-		-		-		-		-		-		440,960
	5,910		29		-		-		22		-		-		1		-		-		-		-		-		-		-		100		36,329
	222,982		19,085		-		199		153		140		7		81		-		-		-		-		-		-		-		2,005		1,041,593
	642,193		474		-		23,119		117		-		-		26		-		-		476		-		-		-		-		-		1,163,853
	58,169		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		63,346
	700,362		474		-		23,119		117		-		-		26		-		-		476		-		-		-		-		-		1,227,199
	-		-		-		-		1,828		-		-		-		-		-		-		-		-		-		-		-		110,412
	124,288		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		124,288
	5,138		7		-		-		40		-		31		-		-		-		-		-		-		-		-		-		141,357
$	1,052,770	$	19,566	$	-	$	23,318	$	2,138	$	140	$	38	$	107	$	-	$	-	$	476	$	-	$	-	$	-	$	-	$	2,005	$	2,644,849
$	33,919	$	6,170	$	-	$	-	$	88	$	-	$	1	$	7	$	(1)	$	-	$	-	$	-	$	-	$	-	$	-	$	44	$	119,245
	-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		23,722
	31,849		262		-		-		-		-		(1)		28		-		-		-		-		-		-		-		-		109,428
	2,739		-		-		-		51		-		-		3		-		50		-		-		(3)		-		(2)		-		26,175
	9,249		30		-		-		4		-		-		11		-		-		-		-		-		-		-		(94,002)		65,048
	77,756		6,462		-		-		143		-		-		49		(1)		50		-		-		(3)		-		(2)		(93,958)		343,618
	-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		350,000
	-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		2,659		74,162
	1,476,792		(28,958)		(19)		20,396		2,374		(382)		312		466		122		(13,741)		(1,210)		(673,883)		232		(1,821)		782		2,842		-
	1,554,548		(22,496)		(19)		20,396		2,517		(382)		312		515		121		(13,691)		(1,210)		(673,883)		229		(1,821)		780		(88,457)		767,780
	376,910		20,120		-		-		38		-		5		27		-		-		-		-		-		-		-		-		2,874,734
	1,931,458		(2,376)		(19)		20,396		2,555		(382)		317		542		121		(13,691)		(1,210)		(673,883)		229		(1,821)		780		(88,457)		3,642,514
	-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		143,299
	-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		53,852
	-		-		-		-		-		-		-		-		-		52		455		329,010		-		-		-		30,223		511,157
	-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		(75,309)
	(878,688)		21,942		19		2,922		(417)		522		(279)		(435)		(121)		13,639		1,231		344,873		(229)		1,821		(780)		45,541		(1,630,664)
	-		-		-		-		-		-		-		-		-		-		-		-		-		-		-		14,698		-
	(878,688)		21,942		19		2,922		(417)		522		(279)		(435)		(121)		13,691		1,686		673,883		(229)		1,821		(780)		90,462		(1,140,964)
$	1,052,770	$	19,566	$	-	$	23,318	$	2,138	$	140	$	38	$	107	$	-	$	-	$	476	$	-	$	-	$	-	$	-	$	2,005	$	2,644,849

Case No 10-24549 (RDD) Jointly Administered

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