Item 1.01. Entry into a Material Definitive Agreement.

On January 7, 2013, The Pantry, Inc. (the "Company") entered into a Branded Jobber Contract (the "Agreement") with BP® Products North America Inc. ("BP"). The Agreement supersedes and replaces the original Branded Jobber Contract dated February 1, 2003, as amended, between the Company and BP (the "Original Agreement"). Notwithstanding the recent extension of the Original Agreement to January 31, 2013, as discussed in Item 1.02 below, the effective date of the Agreement is January 1, 2013.

The Agreement provides for BP to supply, and the Company to purchase, certain minimum amounts of motor fuel for the Company's specified convenience store locations. The Agreement initially relates to 394 BP branded outlets with provisions pursuant to which locations may be added to or removed from the Agreement during the term of the Agreement for specified reasons. The prices provided for in the Agreement are based upon industry indexes. If the Company fails to purchase its annual minimum contract volume, BP may charge the Company a shortfall penalty of $.02 per gallon times the difference between the number of gallons purchased and the minimum volume requirement. The term of the Agreement expires on December 31, 2019.

This summary is not meant to be complete and is qualified in its entirety by reference to the Agreement, a copy of which the Company intends to file as an exhibit to its Quarterly Report on Form 10-Q for the fiscal quarter ending December 27, 2012.

Item 1.02. Termination of a Material Definitive Agreement.

On December 26, 2012, the Original Agreement was extended by the parties to January 31, 2013, to allow the Company and BP sufficient time to finalize the terms of the Agreement described in Item 1.01 above, which supersedes and replaces the Original Agreement effective as of January 1, 2013.

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