<PAGE>
                                                                   Exhibit 99.1

                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 11-K


(Mark One)
[X]  ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 [FEE REQUIRED]

For the fiscal year ended     September 30, 2002
                           ------------------------
                                       OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

            For the transition period from __________ to ___________


                         Commission file number 1-11556

               UNI-MARTS, INC. RETIREMENT SAVINGS & INCENTIVE PLAN
     ---------------------------------------------------------------------
                            (Full title of the plan)

                                 UNI-MARTS, INC.
     ---------------------------------------------------------------------
          (Name of issuer of the securities held pursuant to the plan)

        477 East Beaver Avenue, State College, PA              16801-5690
        -----------------------------------------------------------------
        (Address of principal executive offices)               (Zip Code)




                        This Document Contains 15 Pages.
                            Exhibit Index on Page 14.

                                        1


<PAGE>



UNI-MARTS, INC.
RETIREMENT SAVINGS & INCENTIVE PLAN

TABLE OF CONTENTS
-----------------------------------------------------------------------------
                                                                         Page

INDEPENDENT AUDITORS' REPORT                                               3

FINANCIAL STATEMENTS AS OF SEPTEMBER 30, 2002 AND 2001 AND FOR EACH
  OF THE THREE YEARS IN THE PERIOD ENDED SEPTEMBER 30, 2002:

 Statements of Net Assets Available for Benefits                           4

 Statements of Changes in Net Assets Available for Benefits                5

 Notes to Financial Statements                                          6-11

SUPPLEMENTAL SCHEDULES AS OF SEPTEMBER 30, 2002:

 Schedule H, Line 4(i) - Schedule of Assets Held for
  Investment Purposes                                                     12


Supplemental schedules not included herein are omitted because of the absence of
 conditions under which they are required.




                                        2

<PAGE>

                          INDEPENDENT AUDITORS' REPORT


To the Trustees and Participants of
Uni-Marts, Inc. Retirement Savings & Incentive Plan
State College, Pennsylvania

We have audited the accompanying statements of net assets available for benefits
of Uni-Marts, Inc. Retirement Savings & Incentive Plan (the "Plan") as of
September 30, 2002 and 2001, and the related statements of changes in net assets
available for benefits for each of the three years in the period ended September
30, 2002. These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of September 30,
2002 and 2001, and the changes in net assets available for benefits for each of
the three years in the period ended September 30, 2002 in conformity with
accounting principles generally accepted in the United States of America.

Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes as of September 30, 2002 is presented for the purpose of
additional analysis and is not required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. This schedule is the responsibility of the Plan's
management. Such schedule has been subjected to the auditing procedures applied
in our audit of the basic 2002 financial statements and, in our opinion, is
fairly stated in all material respects when considered in relation to the basic
financial statements taken as a whole.

/s/ DELOITTE & TOUCHE LLP

DELOITTE & TOUCHE LLP
Philadelphia, Pennsylvania

November 27, 2002



                                        3


<PAGE>

UNI-MARTS, INC.
RETIREMENT SAVINGS & INCENTIVE PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
------------------------------------------------------------------------------


<TABLE>
<CAPTION>
                                                        AS OF SEPTEMBER 30,
                                                  ------------------------------
                                                     2002                2001
                                                  ----------          ----------
<S>                                               <C>                 <C>
Cash                                              $   12,042          $   49,207

Mutual fund investments, at fair value
  (including $427,966 in 2002 and
   $615,092 in 2001 of
   Uni-Marts, Inc. Common Stock)                   2,792,210           3,557,987

Participant loans                                     93,158              41,535
                                                  ----------          ----------

NET ASSETS AVAILABLE
 FOR BENEFITS                                     $2,897,410          $3,648,729
                                                  ==========          ==========
</TABLE>





The accompanying footnotes are an integral part of these financial statements.


                                        4
<PAGE>


UNI-MARTS, INC.
RETIREMENT SAVINGS & INCENTIVE PLAN

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
------------------------------------------------------------------------------


<TABLE>
<CAPTION>
                                                                       YEAR ENDED SEPTEMBER 30,
                                                        -------------------------------------------------------
                                                           2002                  2001                  2000
                                                        -----------           -----------           -----------
<S>                                                     <C>                   <C>                  <C>
Additions:
     Additions to assets attributed to:
          Investment Income:
               Net (depreciation) appreciation
                  in fair value of plan assets          $  (586,440)          $(1,621,433)          $   695,299
               Interest and dividend income                  58,544               390,576               242,491
                                                        -----------           -----------           -----------
                                                           (527,896)           (1,230,857)              937,790
          Contributions:
               Participant contributions                    331,548               397,773               324,809
               Employer contributions                        99,894               109,958                96,476
                                                        -----------           -----------           -----------
                                                            431,442               507,731               421,285

               Total (deductions) additions                 (96,454)             (723,126)            1,359,075
                                                        -----------           -----------           -----------

Deductions:
     Deductions to assets attributed to:
          Payments to participants                         (654,865)             (569,170)             (593,082)
                                                        -----------           -----------           -----------

               Total deductions                            (654,865)             (569,170)             (593,082)
                                                        -----------           -----------           -----------

          Net (decrease) increase in assets                (751,319)           (1,292,296)              765,993
                                                        -----------           -----------           -----------

Net assets available for benefits:
     Beginning of year                                    3,648,729             4,941,025             4,175,032
                                                        -----------           -----------           -----------
     End of year                                        $ 2,897,410           $ 3,648,729           $ 4,941,025
                                                        ===========           ===========           ===========

</TABLE>



The accompanying footnotes are an integral part of these financial statements.



                                        5
<PAGE>


NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 2002, 2001 AND 2000
------------------------------------------------------------------------------

1.   THE PLAN

     The following summary description of the Uni-Marts, Inc. Retirement Savings
     & Incentive Plan (the "Plan") is provided for general information
     puroposes. Participants should refer to the Plan document for a complete
     description of the Plan. The Plan is a voluntary, defined contribution
     401(k) plan for salaried and hourly employees of Uni-Marts, Inc. and its
     participating subsidiaries (the "Company") over the age of twenty-one who
     have completed at least 1,000 hours of service in one twelve consecutive
     month period. Employees whose wages and conditions of employment are
     subject to agreement with a collective bargaining agent are not eligible to
     participate unless provided by the collective bargaining agreement. The
     Plan was established October 1, 1983 and restated effective October 1, 1987
     and January 1, 2002. The Plan is subject to the provisions of the Employee
     Retirement Income Security Act of 1974 ("ERISA").

     All participants may direct the Company to contribute from 1% to 3% of
     their annual compensation to the Plan on their behalf as a basic
     contribution. An additional amount from 1% to 47% of eligible participant
     compensation may be deposited to the Plan as a supplemental contribution.
     Total individual employee contributions may not exceed Internal Revenue
     Service imposed limits as provided in the Plan. The Company will make
     matching contributions to the Uni-Marts, Inc. Common Stock Fund equal to
     $.50 for each $1.00 of basic contribution and may make an optional
     contribution at the discretion of the Board of Directors (see Note 5). No
     optional contributions were made in the Plan years 2002, 2001 and 2000.
     Each participant has at all times a 100% nonforfeitable interest in his/her
     vested account balance.

     Each participant directs his/her participant contribution to be invested
     and reinvested in one or more of the investment funds selected by the
     Trustee and/or in the Company's common stock. The Trustee determines how
     all amounts credited to a member's optional contribution account, if any,
     will be invested. All income, expenses, gains or losses attributable to
     assets held in each investment fund are reflected therein exclusively.

     Participants' accounts may be withdrawn upon separation from the Company,
     death, disability or retirement (regular - age 65; early - age 55).
     Withdrawals, except for hardship withdrawals, are distributed in lump sums,
     including earnings. Participants who have reached age 59 1/2 may take an
     in-service withdrawal up to the total value of the vested portion of the
     participant's account. A participant may request a loan or apply for a
     hardship withdrawal in accordance with the provisions of the Plan. The
     Company has the right to terminate the Plan subject to the provisions of
     ERISA and the Plan document.



                                        6

<PAGE>

2.  SUMMARY OF ACCOUNTING POLICIES

     Use of Estimates
     ----------------
     The preparation of financial statements in conformity with accounting
     principles generally accepted in the United States of America requires
     management to make estimates and assumptions that affect the reported
     amounts of assets and liabilities and disclosure of contingent assets and
     liabilities at the date of the financial statements and the reported
     amounts of revenues and expenses during the reporting period. Actual
     results could differ from those estimates.

     Investment valuation and Income Recognition
     -------------------------------------------
     The Plan's investments are stated at fair value as determined by published
     market prices. The Uni-Marts Inc. Common Stock Fund is valued at its
     year-end unit closing price (comprised of common stock market price plus
     uninvested cash position). Except as disclosed in Note 5, investments are
     participant directed. Income and expenses relating to these investments are
     recorded on the accrual basis of accounting. All fees related to the Plan's
     administration and recordkeeping are paid by the Company and, therefore,
     are not reported as an expense of the Plan.

     Purchases and sales of securities are recorded on a trade-date basis.
     Interest income is accrued when earned. Dividends are recorded on the
     ex-dividend date. Capital gains distributions are recorded in dividend
     income.

     Payment of Benefits
     -------------------
     Benefits are recorded when paid.

3.   ADMINISTRATION OF THE PLAN

     Effective January 1, 2002, the Company has amended the Plan to appoint an
     individual as the administrator of the Plan. N. Gregory Petrick, Executive
     Vice President and Chief Financial Officer of the Company has been
     appointed as the Plan Administrator. All fees related to the Plan's
     administration and recordkeeping are paid by the Company and, therefore,
     are not reported as an expense of the Plan.

4.   INVESTMENTS

     Following is a brief description of the ten funds in which the Plan was
     invested as of September 30, 2002:

     Federated Automated Cash Management. Money market fund which seeks to
     provide investors with a high level of current income, a high quality
     portfolio and liquidity. The fund pursues its objective through corporate
     money market securities including commercial paper, repurchase agreements,
     variable rate instruments and bank instruments.

     AIM Aggressive Growth Fund A. Small-cap growth fund which seeks aggressive
     capital growth by investing in small and mid-sized companies that
     management believes will have earnings growth well in excess of the general
     economy. Fund managers select small to mid-sized companies with new or
     innovative products, services or processes that may enhance future earnings
     growth.


                                        7

<PAGE>


     AIM Blue Chip Fund A. Large-cap blend fund which seeks long-term capital
     growth by investing in shares of large, established companies that are
     considered to be market leaders in their respective sectors. Market leaders
     are identified as those companies with superior growth prospects compared
     with other companies in the same industry, possession of proprietary
     technology with the potential to bring about major changes within the
     industry, and/or leading sales within an industry or the potential to
     become a market leader.

     American Funds Bond Fund of America A. Intermediate-term bond fund which
     seeks to provide as high a level of current income as is consistent with
     preservation of capital. The fund invests in corporate debt securities,
     U.S. and other government securities, mortgage related securities, and
     cash. Up to 25% of assets may be invested in fixed-income securities of
     corporations and government entities outside the United States.

     American Funds Growth Fund of America A. Large growth fund which seeks to
     provide long-term growth of capital through a diversified portfolio of
     common stocks. The fund invests wherever the best growth opportunities may
     be. The fund emphasizes companies that appear to offer opportunities for
     long-term growth, and may invest in cyclical companies, depressed
     industries, turnaround and value situations. The fund invests primarily in
     common stocks, convertibles, preferred stocks, U.S. government securities,
     bonds and cash. Up to 15% of assets may be invested in securities of
     issuers domiciled outside the U.S. and not included in the S&P 500.

     Franklin Small-Mid Cap Growth Fund A. Mid-cap growth fund which seeks
     long-term capital growth by investing primarily in stocks of small and
     medium-sized companies with market cap values of less than $8.5 billion.
     While the fund invests 80% of its total assets in common stocks of mid- and
     small-cap U.S. companies, the fund may also invest in equity securities of
     larger companies, initial public offerings of securities and a very small
     portion in private or illiquid securities, such as late stage venture
     capital financings.

     Oppenheimer Global Fund A. World stock fund which seeks capital
     appreciation by investing mainly in common stocks of U.S and foreign
     companies. The fund can invest without limit in foreign securities and can
     invest in any country, including countries with developed or emerging
     markets. The fund seeks to invest in foreign and U.S. companies with high
     growth potential, including companies that stand to benefit from global
     growth trends, businesses with strong competitive positions and high demand
     for their products or services, and cyclical opportunities in the business
     cycle and sectors or industries that may benefit from those opportunities.

     Oppenheimer Total Return Fund A. Large blend fund which seeks high total
     return, which includes capital appreciation in the value of its shares as
     well as income. The fund emphasizes investment in common stocks of medium
     and large capitalization companies. The fund invests mainly in equity
     securities for the purpose of seeking capital appreciation, but may also
     invest in debt securities to seek income when economic conditions are
     appropriate. The allocation between equity and debt securities may vary
     over time, depending on where the best opportunities are to pursue total
     return.




                                        8
<PAGE>


     Uni-Marts, Inc. Common Stock Fund. Company stock fund which seeks capital
     appreciation. Typically, the fund is comprised of approximately 3% cash,
     with the remaining being invested in shares of Uni-Marts common stock,
     although, at September 30, 2002, the cash balance was approximately 2.8% of
     the fund. The stock is traded on the American Stock Exchange. The symbol
     for the stock is UNI.

     At the discretion of the individual participant, contributions can be
     allocated among the respective funds described above, or contributions can
     be managed by Vantage Investment Advisors, LLC. Lifestyle Options are
     professionally allocated, managed and monitored portfolio investment pools
     for 401(k) Plans. The Lifestyle Option portfolios are diversified across
     various asset classes and investment styles. Participants choose an
     allocation, ranging from Ultra Conservative to Ultra Aggressive, that fits
     their individual risk and return objectives. The same mutual funds
     described above are used in the Lifestyle Options.

     During 2002, 2001 and 2000, the Plan purchased from Uni-Marts, Inc. 31,846;
     18,200 and 68,005 shares of its common stock at a cost of $68,487, $33,911
     and $106,168, respectively. For the 2002, 2001 and 2000 Plan years, the
     price paid for the shares was as traded on the American Stock Exchange.
     Effective January 1, 2001, Uni-Marts common stock in the Plan converted to
     the Uni-Marts, Inc. Common Stock Fund.

     The following presents investments that represent 5 percent or more of the
     Plan's assets at September 30, 2002 or September 30, 2001.

<TABLE>
<CAPTION>
                                                      2002            2001
                                                    --------        --------
<S>                                                 <C>             <C>
     AIM Aggressive Growth Fund A                   $179,131        $201,847

     AIM Blue Chip Fund A                           $408,821        $524,443

     American Funds Bond Fund of America A          $569,178        $724,596

     American Funds Growth Fund of America A        $522,671        $613,913

     Federated Automated Cash Management            $153,028        $157,789

     Franklin Small-Mid Cap Growth Fund A           $146,769        $195,964

     Oppenheimer Global Fund A                      $274,776        $356,528

     Uni-Marts, Inc. Common Stock Fund              $440,009        $664,299
</TABLE>

     During the years ended September 30, 2002, 2001, and 2000, the Plan's
     investments (including gains and losses on investments bought and sold, as
     well as held during the year) appreciated (depreciated) in value by
     ($586,440), ($1,621,433), and $695,299, respectively, as follows:

<TABLE>
<CAPTION>
                                    2002                2001                2000
                                 -----------         -----------         -----------
<S>                              <C>                 <C>                 <C>
         Mutual funds            $  (330,630)        $(1,703,079)        $   512,778
         Uni-Marts Common
            Stock Fund              (255,810)             81,646             182,521
                                 -----------         -----------         -----------
                                 $  (586,440)        $(1,621,433)        $   695,299
                                 ===========         ===========         ===========
</TABLE>

                                        9

<PAGE>

5.   NONPARTICIPANT-DIRECTED INVESTMENTS

     Information about the assets and the significant components of the changes
     in net assets relating to the nonparticipant-directed investments included
     in the accompanying financial statements is summarized as follows:

<TABLE>
<CAPTION>
                                                                    September 30,
                                                      2002              2001             2000
                                                    --------          --------         --------
<S>                                                <C>              <C>               <C>
     Net assets:
         Uni-Marts, Inc. common stock fund          $329,903          $484,299         $356,034
                                                    ========          ========         ========
</TABLE>


<TABLE>
<CAPTION>
                                                                   September 30,
     Changes in net assets                                    2002               2001
                                                            ---------          --------
<S>                                                         <C>                <C>
         Contributions                                      $  99,894          $109,959
         Net appreciation                                    (187,575)           59,281
         Benefits paid to participants                        (66,715)          (41,045)
                                                            ---------          --------
                                                            $(154,396)         $128,195
                                                            =========          ========
</TABLE>

6.   RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500

     The following is a reconciliation of net assets available for benefits
     according to the financial statements to Form 5500:

<TABLE>
<CAPTION>
                                                                   September 30,
                                                               2002              2001
                                                            ----------        ----------
<S>                                                         <C>              <C>
     Net assets available for benefits per the financial
       statements                                           $2,897,410        $3,648,729
     Amounts allocated to withdrawing participants                   0                 0
                                                            ----------        ----------

     Net assets available for benefits per Form 5500        $2.897,410        $3,648,729
                                                            ==========        ==========
</TABLE>

     The following is a reconciliation of benefits paid to participants
     according to the financial statements to Form 5500:

<TABLE>
<CAPTION>
                                                                                 Year Ended
                                                                                September 30,
                                                                                    2002
                                                                                -------------
<S>                                                                             <C>
     Benefits paid to participants per the financial statements                  $   654,865
     Add:  Amounts allocated to withdrawing participants
       at September 30, 2002                                                               0
     Less:  Amounts allocated to withdrawing participants
       at September 30, 2001                                                               0
                                                                                 -----------

     Benefits paid to participants per Form 5500                                 $   654,865
                                                                                 ===========
</TABLE>


                                       10

<PAGE>
<TABLE>
<CAPTION>
                                                                                 Year Ended
                                                                                September 30,
                                                                                    2001
                                                                                -------------
<S>                                                                             <C>

     Benefits paid to participants per the financial statements                  $   569,170
     Add:  Amounts allocated to withdrawing participants
       at September 30, 2001                                                               0
     Less:  Amounts allocated to withdrawing participants
       at September 30, 2000                                                          (4,872)
                                                                                 -----------

     Benefits paid to participants per Form 5500                                 $   564,298
                                                                                 ===========
</TABLE>


<TABLE>
<CAPTION>
                                                                                 Year Ended
                                                                                September 30,
                                                                                    2000
                                                                                -------------
<S>                                                                             <C>
     Benefits paid to participants per the financial statements                  $   593,082
     Add:  Amounts allocated to withdrawing participants
       at September 30, 2000                                                           4,872
     Less:  Amounts allocated to withdrawing participants
       at September 30, 1999                                                              (0)
                                                                                 -----------

     Benefits paid to participants per Form 5500                                 $   597,954
                                                                                 ===========
</TABLE>

     Amounts allocated to withdrawing participants are recorded on Form 5500 for
     benefit claims that have been processed and approved for payment prior to
     September 30 but not yet paid as of that date.

7.   TAX STATUS

     The Plan and the trust established under the Plan to hold the Plan's assets
     are both tax-qualified pursuant to the appropriate sections of the Internal
     Revenue Code ("IRC"), and, accordingly, the trust's net investment income
     is exempt from income taxes. The Plan obtained its latest determination
     letter on October 9, 2001, in which the IRS stated that the Plan, as then
     designed, was in compliance with the applicable requirements of the IRC.
     The Plan has been amended since receiving the determination letter.
     However, the Plan administrator and the Plan's tax counsel believe that the
     Plan is currently designed and being operated in compliance with the
     applicable requirements of the IRC. Therefore, no provision for income
     taxes has been made in the accompanying financial statements.


                                      *****



                                       11



<PAGE>

UNI-MARTS, INC.
RETIREMENT SAVINGS & INCENTIVE PLAN

SCHEDULE H, LINE 4(i) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
SEPTEMBER 30, 2002
------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                                  CURRENT
IDENTITY OF ISSUE                                           DESCRIPTION OF INVESTMENT                              VALUE
<S>                                             <C>                                                             <C>
Federated Automated Cash Management               Money Market Account                                           $  153,028
AIM Aggressive Growth Fund A                      Small-Cap Growth Stock Mutual Fund                                179,131
AIM Blue Chip Fund A                              Large-Cap Blend Stock Mutual Fund                                 408,821
American Funds Bond Fund of America A             Intermediate Term Bond Mutual Fund                                569,178
American Funds Growth Fund of America A           Large Growth Stock Mutual Fund                                    522,671
Franklin Small-Mid Cap Growth Fund A              Mid-Cap Growth Stock Mutual Fund                                  146,769
Oppenheimer Global Fund A                         World Stock Mutual Fund                                           274,776
Oppenheimer Total Return Fund A                   Large Blend Stock Mutual Fund                                     109,869
Uni-Marts, Inc.** Common Stock Fund               Company Common Stock                                              440,009
Employee Loans Receivable                         Maturing 2003 - 2010, interest from 5.75% to 9.5%                  93,158
                                                                                                                 ----------
Total                                                                                                            $2,897,410
                                                                                                                 ==========
</TABLE>


**Indicates party-in-interest to the Plan


                                       12


<PAGE>

                                   SIGNATURES


     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company has duly caused this Annual Report to be signed on its behalf by the
undersigned hereunto duly authorized.


         UNI-MARTS, INC.
         RETIREMENT SAVINGS & INCENTIVE PLAN


         /s/ N. Gregory Petrick

         N. Gregory Petrick
         Executive Vice President and
            Chief Financial Officer




                                       13


<PAGE>


                                  EXHIBIT INDEX


                                                                     Page(s)

  23      Consent of Independent Certified Public Accountants.         15



                                       14


<PAGE>
                                                                      Exhibit 23

INDEPENDENT AUDITORS' CONSENT

We consent to the incorporation by reference in Registration Statement No.
33-9807 of Uni-Marts, Inc. on Form S-8 of our report dated November 27, 2002,
appearing in the Annual Report on Form 11-K of Uni-Marts, Inc. Retirement
Savings & Incentive Plan for the year ended September 30, 2002.

/s/ DELOITTE & TOUCHE LLP

DELOITTE & TOUCHE LLP
Philadelphia, Pennsylvania

December 19, 2002



                                       15