CALIFORNIA PETROLEUM CONFERENCE
WYNDHAM HOTEL, COSTA MESA, CALIFORNIA, JUNE 23, 2005

We're a privately held company so there is not that much information about us. By the end of this year, we'll probably be one of the 30 largest in the United States.

Flying J was incorporated in 1968 with service stations in the West. In 1979, we build our first truck stop in Ogden and decided to try and cater to truckers. In 1980, we bought a couple of small refineries in Montana and the Dakotas that Unocal used to have.

We bought Husky's refining and marketing assets including their Salt Lake refinery and 18 truck stops, their Cheyenne refinery and Cody refinery (which was shut down). Cheyenne sold a few months later to help fund the deal; we primarily wanted the truckstops.

We did a joint venture with Conoco, CFJ, which helped fund truck stop expansion plans.

Today, we have 170 truck stops nationwide, on average 2,000 barrels per day per facility. Our highest is 45,000 barrels per day in Gary, Indiana. We build a lot around travel plazas. We are in the top 100 restaurant operators. We have a bank, an insurance company, and we're the largest wireless providers in the country. Truckers are doing a lot of their business via laptop. We have 16 hotels, most associated with truck stops. We have an exploration and production company in Utah associated with the Salt Lake City refinery.

We have been real progressive in the refining industry and work with leading providers of technology to keep us progressive.

We're pretty high on refining. We see Bakersfield as a niche refinery and a real opportunity. We think it has a lot of potential and we see a lot of opportunities to maximize its output that haven't been taken advantage of by its last two owners, Texaco and Shell.

The plant is performing well now. We're working on plans to upgrade. One of the problems is 1/3 of the product leaves unconverted as gasoil. We're working on a 28-month schedule to build a gasoil hydrotreater to upgrade and create an increased revenue fuel.

Bakersfield refines 18,000 barrels per day of diesel now. We expect to increase that number. With changes, we expect to upgrade gasoline production to about 44,000 barrels per day. That's about double.

We will continue to market to the unbranded customers. We started there and we value those relationships.

We have 50 trucks in Bakersfield now. We expect to have 70-80 by year-end.

We expect to move fuel out of the refinery primarily by truck but we're talking to Kinder Morgan about pipeline issues and we may even be looking at a rail car. Any way we can move it.

Ultra-Low Sulfur Diesel. We're making that today in California and we can make that in Utah as well.

We will build five truck plazas in California but other than that we don't have plans to build much retail in California.