UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.      )

Filed by the Registrant þ                            Filed by a Party other than the Registrant ¨

Check the appropriate box:

¨ Preliminary Proxy Statement

¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

¨ Definitive Proxy Statement

¨ Definitive Additional Materials

þ Soliciting Material Pursuant to §240.14a-12

ARAMARK Corporation

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

þ No fee required.

¨ Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

(1) Title of each class of securities to which transaction applies:

(2) Aggregate number of securities to which transaction applies:

(3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

(4) Proposed maximum aggregate value of transaction:

(5) Total fee paid:

¨ Fee paid previously with preliminary materials.

¨ Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

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(4) Date Filed:

THE FOLLOWING PRESENTATION WAS GIVEN TO MEMBERS OF ARAMARK

MANAGEMENT ON SEPTEMBER 18, 2006.

“Going Private”

Transaction Summary

ELC Meeting

September 18, 2006

•

“Going Private”

Transactions

•

Description of ARAMARK Transaction

•

Sources of Financing

•

Background on Sponsors

•

Equity Structure

•

The Effect of Financial Leverage

Important Additional Information Regarding the Merger will be filed with the SEC.

In connection with the proposed merger, ARAMARK has filed a preliminary proxy statement

with the Securities and Exchange Commission (the “SEC”).  INVESTORS AND SECURITY

HOLDERS ARE ADVISED TO READ THE DEFINITIVE PROXY STATEMENT WHEN IT

BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION

ABOUT THE MERGER AND THE PARTIES TO THE MERGER.  Investors and security

holders

may

obtain

a

free

copy

of

the

proxy

statement

and

other

documents

filed

by

ARAMARK

at

the

SEC

website

at

http://

www.sec.gov.

The

definitive

proxy

statement

(when

available)

and

other documents also may be obtained for free from ARAMARK by directing such request to

ARAMARK Corporation, Investor Relations Department, ARAMARK Tower, 1101 Market

Street, Philadelphia, Pennsylvania 19107, telephone (215) 238-3708.

ARAMARK and its directors, executive officers and other members of its management and

employees may be deemed participants in the solicitation of proxies from its stockholders in

connection with the merger.  Information concerning the interests of ARAMARK’s participants

in the solicitation, which may be different than those of ARAMARK stockholders generally, is set

forth in ARAMARK’s proxy statements and Annual Reports on Form 10-K, previously filed with

the SEC, and in the proxy statement relating to the merger.

“Going Private”

Transactions

•

Huge amounts of equity capital have been raised by private

investment firms (“sponsors”)

–

Estimated to exceed $550 billion so far this year

–

Top 10 investment firms funds total $115 billion

•

Additionally, significant amounts of borrowing capacity is

available through debt markets at attractive rates

•

Public company stock valuations are down over past 5 years

–

S&P P/E down from 23x to 15x since end of 2001

–

ARAMARK P/E down from 21x to 16x since end of 2001

through April 28

th

, 2006

“Going Private”

Transactions

•

These circumstances have led to a sharp increase in

“Going Private”

transactions

•

Announced deals this year exceed $180 billion

•

Major deals announced recently include:

–

Hospital Corp. of America -

$33 B

–

Kinder Morgan -

$22 B

–

Albertson’s -

$17 B

–

GMAC -

$15 B

–

Univision -

$14 B

–

VNU -

$12 B

–

ARAMARK -

$8 B

–

Michael’s Stores -

$6 B

–

Travelport -

$4 B

–

West Corp. -

$4 B

“Going Private”

Transactions

While

ARAMARK

stock

has

outperformed

its

peers

and

the

overall

equity market, it has not matched the company’s performance

-60%

-40%

-20%

0%

20%

40%

“Relative”

Performance

(IPO through 4/28/06)

“Absolute”

Performance

(2001-2005)

0%

20%

40%

60%

80%

Sales

Oper Inc

EPS

Stock

Price

RMK

S&P

CTAS

SDX

CMP

ARAMARK Transaction

•

Substantially all shares will be cashed out at $33.80 per share

–

Unvested options and RSU’s will vest and “spreads”

paid

in cash

•

Existing debt will be repaid

•

Funds will come from new equity (sponsors plus management)

and new debt

Uses

Repurchase Existing Equity

$6.2 B

Repay Existing Debt

2.0

Fees & Other

0.3

Total

$8.5 B

Sources

New Equity

$1.8

-

$1.9 B

New Debt

6.7

-

6.6 B

Total

$8.5

-

$8.5 B

Debt Structure

Bank Revolving Credit

$0.6B

$

0

Bank Term Loan

3.8

3.8

Senior Unsecured

1.7

1.7

Subordinated

0.8

0.8

Existing

0.3

0.3

Total Committed / Used

$7.2B

$6.6B

Allowable Acquisition Facility

$0.7B

$

0

Commitment

Used

Sources of Financing

•

Equity will come from the four sponsors and

management (ELC)

•

Debt has been committed by JPMorgan and

Goldman Sachs and will be syndicated in both the

bank and public debt markets prior to closing

–

Additional financing will be available to fund

acquisitions

Background on Sponsors

•

The four private equity firms are

–

Goldman Sachs Capital Partners and JPMorgan Partners

are affiliates of Goldman Sachs and JPMorgan

»

Longstanding relationships with ARAMARK

(JPMorgan

-25 yrs; Goldman Sachs -

40 yrs)

»

Both were leading outside investors in ARAMARK’s

1984 LBO

»

Combined Equity funds of both firms approach $20B

–

Warburg Pincus and Thomas H. Lee are longstanding private

investment firms whose combined funds approach $30B

»

Have reputation as long-term investors working with solid

management teams

Equity Sponsors Major Investments

Goldman Sachs

-

Burger King

-

NALCO

-

SunGuard

JPMorgan

-

Safety Kleen

-

Cabela’s

-

Pinnacle Foods

Thomas H. Lee

-

Dunkin Brands

-

Houghton Mifflin

-

Warner Music Group

-

GNC

Warburg Pincus

-

Neiman Marcus

-

Mattel

-

Mellon Financial

Equity Structure

•

Management (ELC) investment of approximately

$300 million

–

Joe Neubauer -

$200 million

–

Other ELC Management –

$100 million

•

Sponsors will invest remainder of equity

($1.5 –

1.7 billion)

•

Initial Management ownership will be 15-17%

–

Potential ownership of up to one-third through

options

Management Equity

•

Purchased shares

•

Stock option grants of 15.5% of fully diluted equity

–

11% granted up-front at transaction price

–

4.5% available over next 4 years

–

Four year vesting

»

50% time-vested

»

50% subject to EBIT achievement

•

ARAMARK may “call”

shares and mgmt. investor may “put”

stock to company upon departure

–

Subject to overall annual company limitations

Management Equity

•

Sources of funds

–

Personal funds / own assets

–

Cashout

of options, RSU’s, etc.

–

Mgmt. investor loan program will be available through several

banks

»

Guideline terms; actual amounts / terms subject to individual

credit decisions

»

Expect interest rates in the 7.5 -

8.0% range, estimated 5 year

term with lower annual principal amortization (about 15%) in

early years

The Effect of Financial Leverage –

Home Purchase Example

$0

$250

$500

$750

$1,000

100% Equity Financed

10%

Purchase Price:

$500,000

Mortgage

-0-

Equity In

$500,000

Sales Price (+10%)

$550,000

Mortgage

-0-

Interest

-0-

Equity Out

$550,000

ROE

10%

The Effect of Financial Leverage –

Home Purchase Example

Purchase Price:

$1,500,000

Mortgage

-1,000,000

Equity In

$500,000

Sales Price (+10%)

$1,650,000

Mortgage

-1,000,000

Interest

-50,000

Equity Out

$600,000

ROE

20%

$0

$600

$1,200

$1,800

20%

10%

Use of 2/3 Debt Financing boosts equity return

2/3 Mortgage Financed