THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Great Atlantic & Pacific Tea Company, Inc. (The) (GAP)

5/25/2006 Proxy Information

Mr. Barline is currently associated with the law firm Williams, Kastner & Gibbs LLP. He provides personal legal services to the Haub family, including Helga and Christian W. E. Haub.

At the close of business on August 13, 2005, our Company completed the sale of our Canadian business to Metro, Inc., a supermarket and pharmacy operator in the Provinces of Quebec and Ontario, Canada, for $1.5 billion in cash, stock and certain debt that was assumed by Metro, Inc. Simultaneously the Company entered into an Information Technology Transition Services Agreement with Metro, Inc., for a fee of $CN20 million (U.S. $16.7 million) per year to provide certain information technology and other services to Metro, Inc. for a period of 2 years from the date of sale, with a potential for two additional six month renewal periods. Metro, Inc. also leases a shopping center in Toronto, Ontario, Canada from the Company which commenced at the time of the sale. The base annual rent is $CN0.8 million (U.S. $0.7 million). The initial term expires on October 4, 2015 with four 5 year renewal options.

A&P Properties Limited, a former indirect subsidiary of the Company until the sale of the Canadian operations, leased a store in Windsor, Ontario, Canada from Tenga Capital Corporation, which is owned by Erivan and Helga Haub. The base annual rental was CN$0.4 million (U.S. $0.3 million). Through the date of its sale, the Company paid $0.2 million to Tenga Capital Corporation for this lease during fiscal 2005.

During fiscal 2003, the Company entered into a three year agreement with OBI International Development and Service GMBH ("OBI International"), a subsidiary of Tengelmann, to purchase seasonal merchandise. Purchases from OBI International totaled $2.1 million, $4.7 million and $0.8 million in fiscal 2005, fiscal 2004 and fiscal 2003, respectively.

The Company owns a jet aircraft, which Tengelmann leases under a full cost reimbursement lease. During fiscal 2005, fiscal 2004 and fiscal 2003, Tengelmann was obligated to and has reimbursed the Company $3.1 million, $3.5 million and $2.8 million, respectively, for use of the aircraft.

5/27/2005 Proxy Information

A&P Properties Limited, a subsidiary of the Company, leases a store in Windsor, Ontario, Canada that sits on property of Tenga Capital Corporation, which is owned by Erivan and Helga Haub. The lease, which commenced in 1983, currently expires on October 31, 2013 and provides for four five (5) year renewal options. The base annual rental is CN$388,540 until October 31, 2013. During the first option the base annual rent increases to CN$407,967; during the second option to CN$427,934; and the final two options are at rent to be determined.

During Fiscal 2003, the Company entered into a three (3) year agreement with OBI International, a subsidiary of Tengelmann, to purchase seasonal merchandise to be sold in the Company's stores. In Fiscal 2004, the Company's purchases from OBI International totaled $4.7 million.

The Company owns a jet aircraft, which Tengelmann leases from the Company under a full cost reimbursement lease. During Fiscal 2004, Tengelmann was obligated to and has reimbursed the Company $3,507,959, for its use of the aircraft.

Mrs. Haub is the mother of Christian W. E. Haub

5/27/2004 Proxy Information

Helga Haub is the mother of Christian W. E. Haub.

Mr. Barline is currently associated with the law firm Williams, Kastner & Gibbs LLP. He provides personal legal services to the Haub family, including Helga and Erivan Haub and Christian Haub.

A&P Properties Limited, a subsidiary of the Company, leases a store in Windsor, Ontario, Canada that sits on property of Tenga Capital Corporation, which is owned by Erivan and Helga Haub. The lease, which commenced in 1983, currently expires on October 31, 2013 and provides for four five (5) year renewal options. The base annual rental is CN$388,540 until October 31, 2013. During the first option the base annual rent increases to CN$407,967; during the second option to CN$427,934; and the final two options are at rent to be determined.

Prior to June 30, 2003, when Tengelmann sold Wilh. Schmitz-Scholl, a candy manufacturer in Germany, the Company was a party to an agreement with Wilh. Schmitz-Scholl under which it purchased approximately $278,532 worth of the Black Forest line and Master Choice candy in Fiscal 2003.

During Fiscal 2003, the Company entered into a three (3) year agreement with OBI International, a subsidiary of Tengelmann, to purchase seasonal merchandise to be sold in the Company’s stores. The Company’s purchases from OBI International totaled $835,248 in Fiscal 2003.

The Company owns a jet aircraft which Tengelmann leases from the Company under a full cost reimbursement lease. During Fiscal 2003, the annual amount Tengelmann was obligated to reimburse the Company for its use of the aircraft was $2,786,522.

5/22/2003 Proxy Information

Helga Haub is the mother of Christian W. E. Haub.

A&P Properties Limited, a subsidiary of the Company, leases a store in Windsor, Ontario, Canada that sits on property of Tenga Capital Corporation, which is owned by Erivan and Helga Haub. The lease, which commenced in 1983, currently expires on October 31, 2013 and provides for four five (5) year renewal options. The base annual rental is CN$467,603 until October 31, 2003, when it decreases to CN$388,540. The Company is a party to agreements granting Tengelmann and its affiliates the exclusive right to use the A&P® and Master Choice® trademarks in Germany and other European countries. The Company receives $100,000, the maximum annual royalty fee, each year under such agreements. The Company is also a party to agreements under which it purchased from Wissoll, an affiliate of Tengelmann, approximately $660,223 worth of the Black Forest line and Master Choice candy in Fiscal 2002. The Company owns a jet aircraft which Tengelmann leases from the Company under a full cost reimbursement lease. During Fiscal 2002, the annual amount Tengelmann was obligated to reimburse the Company for its use of the aircraft was $2,800,000.