Panda Express Brand Frozen Chinese Cuisine Products Launched For Retail Sale

Los Angeles, February 23, 2004 – Overhill Farms, Inc., today announced that it has entered into an exclusive agreement to produce and market frozen Chinese cuisine products under the Panda Express brand in retail grocery and club store chains.

The agreement marks the first entry into the growing frozen meal market for Panda Restaurant Group, Inc., which for 30 years has been synonymous with superior Chinese restaurant cuisine. Overhill Farms, a leading producer of frozen entrees and complete meals, has agreed to develop, produce and market meals that provide the same style and quality consumers enjoy in the more than 600 Panda Express restaurants across the country. Overhill will have responsibility for the sale and distribution of the products to national retail grocery and club store chains.

Overhill’s agreement with Panda Restaurant Group has an initial term of 2½ years. It follows a successful limited-market introduction of the first two items in the line. Panda Express Beef and Broccoli Bowl and Mandarin Chicken have been available since October 2003 in selected stores of several national chains, including Costco and Sam’s Club.

“Sales of these initial items have been significantly ahead of our expectations,” said James Rudis, Chairman and Chief Executive Officer of Overhill Farms. “We believe the powerful Panda Express brand, and the superb quality and excellent value of the products, have resulted in very strong consumer acceptance.”

Mr. Rudis, noting that the new agreement builds on Overhill’s ongoing relationship with Panda Restaurant Group as a supplier to its restaurants, said Overhill and Panda have readied several additional Panda Express products, which will be launched soon. All the Panda products feature distinctive, upscale packaging for both multi-pack and single-serve items designed jointly by the two companies. (Images of the packaging are available at www.OverhillFarms.com/news_photos.htm and www.AAPR.com/ofi_photos.htm)

David Landsberg, Vice President of Business Planning for Panda Restaurant Group, said “The initial success of the retail Panda Express line reflects the power the brand has developed, and the strong relationship Panda has with its customers. Consumers are willing to try these new products because they know the Panda Express name means superior, flavorful entrees.”

In addition, Mr. Landsberg said, “There is clearly a strong demand for top quality frozen Chinese meals that can be prepared quickly and conveniently at home or work.”

Panda Restaurant Group (www.pandarg.com) is a leader in quality Chinese foodservice. With revenues in excess of $400 million, it is one of the largest family-owned businesses in the nation. The company, based in Rosemead, California, operates several successful restaurant concepts. These include more than 600 Panda Express locations offering quality Chinese food in a quick-service environment; five Panda Inn restaurants, with gourmet Mandarin and Szechuan cuisine in an upscale, full-service dining atmosphere; and a dozen Hibachi-San quick-service restaurants featuring Japanese grill favorites.

Overhill Farms (Amex: OFI, www.OverHillFarms.com), with offices and production facilities in Vernon, California, is a leading high-volume provider of a broad range of high-quality, frozen food products, including meal entrees, complete plated meals and meal components; soups and sauces; and poultry, meat and fish specialties. The company is a value-added supplier to companies in the foodservice, retail, airline and health care industries.



“Safe Harbor" Statement: This news release contains disclosures that are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, which include without limitation, statements regarding the upcoming launch of additional Panda Express products, are based on current expectations or beliefs, including, but not limited to, statements concerning Overhill’s and Panda’s operations and financial performance and condition. For this purpose, statements of historical fact may be deemed to be forward-looking statements. Overhill cautions that these statements by their nature involve risks and uncertainties, and actual results may differ materially depending on a variety of important factors, including, among others, the impact of competitive products and pricing; market conditions, and changes in the companies’ business environment, including actions of competitors and changes in customer preferences., as well as disruptions to our customers' businesses, such as the Southern California grocery strike that began in October 2003; and other factors as may be discussed in reports Overhill files with the Securities and Exchange Commission, including those described in Item 7 of Overhill’s annual report on Form 10-K for the fiscal year ended September 28, 2003 under the heading "Risk Factors Related to Our Business and Industry."



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Contacts:



James Rudis, President and CEO

Overhill Farms, Inc.

323-582-9977




Alexander Auerbach

Auerbach & Co. Public Relations

1-800-871-2583

auerbach@aapr.com