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Follow-Up: Change of Plans

Michael Altenberg's organic pizzeria opened last month--without its much-touted in-house baker.

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Of all the restaurants to open here over the past year, few have been as hotly anticipated, closely scrutinized, and avidly gossiped about as Michael Altenberg's organic pizzeria Crust, otherwise known as Crust Eat Real. Much of the advance publicity, including a feature story in the Reader on March 9, discussed Altenberg's association with Charles Foulkes, who bakes naturally leavened, artisanal bread, also under the name Crust, or, more formally, Crust for Bread, and who would be baking the bread for the restaurant on the premises.

"These two ventures are, indeed, separate entities under the same roof," read an ad for a tasting held in mid-March at Altenberg's Lincoln Square restaurant Bistro Campagne. The event, sponsored by the dining club ChicaGourmets, promised a sneak preview of the sandwiches to be served at the new restaurant. "Crust Bread," it continued, "is the exclusive in-house provider for the sandwich bread and retail sales." For the Reader story Foulkes and Altenberg posed together with a pizza, smiling in front of the new restaurant's wood-burning oven.

Foulkes, who had been working out of a borrowed space in Shiller Park, had made an unusual arrangement with Altenberg. He'd provide the restaurant's bread and during off-hours he'd have the use of its ovens for the bread he sold elsewhere. Altenberg would also provide a display at the front of the restaurant so customers could buy loaves on the way out.

But a little more than a week after the Reader piece ran the association ended in acrimony. People who'd been following the restaurant's saga, including Altenberg's efforts to get organic certification, were curious to know why. As is often the case with disputes involving small businesses, the answer depends on who you ask.

Foulkes says that he and Altenberg had a "gentleman's agreement" that Foulkes would receive something for Altenberg's use of the name Crust. In a letter he sent to his customers that was later posted on a friend's blog, Foulkes wrote, "Michael refuses to formalize the agreement and offer promised compensation for the name Crust. Michael gave us his word that he would not use the name Crust without our blessing, and now he has."

Foulkes has been working as a flight attendant for American Airlines since 1990. Four years ago the airline's employees took a 35 percent cut in pay and benefits, and figuring he'd better start looking for a new career, he enrolled at the Cooking and Hospitality Institute of Chicago. "I gravitated more toward baking and then really, really fell in love with organic artisan breads," he says. He specialized in multigrain breads, naturally leavened with wild rather than commercial yeast. At first Foulkes and his partner, Ken Koc, sold his bread to fellow flight attendants, but eventually they developed a customer base at farmers' markets and specialty retail outlets like the Cheese Stands Alone and True Nature Foods, where the loaves commanded up to $8 apiece.

Koc came up with the name for the business. "Charles has always been about the crust--that the crust is the most important thing," he says. Foulkes expanded it to Crust for Bread so no one would confuse him with the old punk band from Austin, Texas. He later shortened it back to Crust on his labels.

In 2006 Foulkes started selling bread to Altenberg for Bistro Campagne. "They were two guys that came in and ate at the restaurant," recalls Altenberg. "And he said, 'Try my bread,' and I said, 'Sure.'"

Foulkes says Altenberg became like a big brother to him, buying his product, consistently crediting his work publicly, and introducing him to influential people, including Myra Goodman of California's Earthbound Farm--one of the first farmers to grow and sell organic produce on a large scale. She's become a regular customer via FedEx.

That summer, says Foulkes, Altenberg began talking to him about the organic restaurant he was going to open, to be called Flatearth. The restaurateur was "interested in tapping my skill set in dough production and to actually do some demonstrations for actual investors." He says he did two or three such events before Altenberg offered to let him use the oven rent free in the new restaurant.

Meanwhile, Altenberg learned that Frito-Lay had trademarked the name Flat Earth for a new line of snack chips. He needed a new name. "I was working with a guy who came up with the name Crust," says Altenberg. "And I said, 'Charles, I don't feel good about using it unless I have your blessing.' So he said, 'Sure, not a problem.'" Altenberg changed the name to Crust Eat Real because "there's probably about 20 concepts in the country that have 'Crust.'"

Foulkes says the gentleman's agreement developed gradually over the months, but he wanted something on paper. He says in late March Altenberg promised him a token number of shares in the new restaurant in exchange for use of the name. On Monday, March 19, they met with Mike Neil, Altenberg's business partner.

According to Foulkes, Neil said Altenberg couldn't agree formally to allow Foulkes to work in the restaurant, which Foulkes interpreted to mean he could do so informally. "I was getting a lot of legal blah, blah, blah," says Foulkes. "And I'm like, 'OK, it's a dead issue. I get it.' I said, 'Well, in that case what about the name Crust?' And I was told point-blank, 'What about it? It is a common domain name that others have tried to trademark and have been unsuccessful.'"

Foulkes says he walked out of the meeting angry but expected to talk to Altenberg by phone later that day. Instead he got an e-mail early the next morning in which Altenberg wrote, "I'm really flabbergasted that you feel that free rent and insurance, utilities, and a fully equipped new million dollar restaurant to showcase your product in is not exactly a small offering, not to mention that I will be an end user of your product and will retail it in my restaurant." Foulkes says he never meant to walk out on the arrangement--he just wanted it on the books. "I repeat my hope that you will choose another name," he wrote back.

"As for the name Crust," Altenberg replied, "there are two restaurants to my knowledge that are currently using that name for pizza places and Jimmy John's has been trying to get the rights for years--unsuccessfully because Crust is too generic of a word to trademark."

The two haven't spoken since, but on Monday, June 18--two weeks after being interviewed for this story--Foulkes received a letter from Altenberg's lawyer demanding that he stop "disparaging the name and reputation of Michael Altenberg."

Altenberg says it's "a complete lie" that he ever offered Foulkes shares in the business. "He started coming in and said he wanted equity and he wanted all this stuff. I probably put over $250,000 in the space. There was over a million dollars in build-out here, buying all the equipment, paying insurance. And all I wanted from Charles is to bake in the space and he wasn't gonna have to foot anything. And to come back at me and to say that he wants a piece of my business? Frankly I was quite taken aback--I was offended. I mean come on, it's a pretty sweet deal."

When Crust Eat Real opened late last month, the bread it served was supplied by the organic Bleeding Heart Bakery. Foulkes has stopped baking bread for markets and retail outlets but is still filling special orders for Myra Goodman. He says with his business expanding quickly he needs to find a permanent commercial baking space and to rewrite his business plan--which might mean choosing a new name. "I just wish he had chosen another name or talked to me and told me personally and privately, 'Listen, I boxed myself into a corner. I'm not gonna be able to make good on some of the things we talked about.' That I can handle. But getting somebody else with a suit to do it--that's not cool. That is not what sustainable stands for. Organic and sustainable also applies to relationships. And I guess that's the worst part about all of this. It is not sustainable if you screw people. That's not what organics is about. That's what business is about."

Altenberg's take is different: "I felt like I was offering an opportunity," he says. "Then it turned around where it came out looking like somehow I've screwed him over. I mean, I feed three children from this business, and I'm gonna have to come down on him if he continues because I can't afford any negative publicity. I mean, we're doing a really positive thing here. It really sucks that he's being so petty about this. Honestly, you can check my history with people. I'm not a mean man."

Art accompanying story in printed newspaper (not available in this archive): Charles Foulesand Michael Alternberg this spring; Crust bread; photos by Rob Warner.

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