Exhibit 32.1


                                  Certification
            Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
        (Subsections (a) and (b) of Section 1350, Chapter 63 of Title 18,
                              United States Code)

   Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a)
and (b) of Section 1350, Chapter 63 of Title 18, United States Code), each of
the undersigned officers of Gristede's Foods, Inc., a Delaware corporation (the
"Company"), does hereby certify, to such officer's knowledge, that:

      The Annual Report on Form 10-K for the fiscal year ended November 30, 2003
(the "Form 10-K") of the Company fully complies with the requirements of Section
13(a) or 15(d) of the Securities Exchange Act of 1934 and information contained
in the Form 10-K fairly presents, in all material respects, the financial
condition and results of operations of the Company.

Dated:            April 5, 2004           /s/ John A. Catsimatidis
                                          --------------------------------------
                                          Name: John A. Catsimatidis
                                                   Chairman and
                                                   Chief Executive Officer


Dated:            April 5, 2004
                                          /s/ Kishore Lall
                                          --------------------------------------
                                          Name: Kishore Lall
                                                   Executive Vice President and
                                                   Chief Financial Officer

      The foregoing certification is being furnished solely pursuant to section
906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350,
Chapter 63 of Title 18, United States Code) and is not being filed as part of
Form 10-K or as a separate disclosure document.

      A signed original of this written statement required by Section 906 has
been provided to Gristede's Foods, Inc. and will be retained by Gristede's
Foods, Inc. and furnished to the Securities and Exchange Commission or its staff
upon request.