YOUR BOARD OF DIRECTORS OPPOSES THE EFFORTS
               OF THE OPPOSITION GROUP TO ABANDON THE MERGER WITH
                              CKE RESTAURANTS INC.

             AND TO OBTAIN CONTROL OVER SUMMIT FOR NO CONSIDERATION

                           TO THE SUMMIT STOCKHOLDERS

                                                                   June 25, 1996

Dear Summit Stockholder:

     You may  have  recently  received  two  proxy  statements  from a group  of
dissident  stockholders  led by First Global  Securities,  Inc.  This  so-called
"Opposition  Group" requests that you vote against the proposed merger of Summit
Family  Restaurants  Inc. with CKE  Restaurants,  Inc. at the Special Meeting Of
Stockholders  scheduled to occur on July 12, 1996. It also purports to seek your
vote to  remove  the  current  directors  of  Summit  and to elect  its slate of
directors.

     IT IS APPARENT THAT THE OPPOSITION GROUP'S ULTIMATE GOAL IS TO GAIN CONTROL
OVER THE  BOARD OF  DIRECTORS  AND  MANAGEMENT  OF  SUMMIT  WITHOUT  PAYING  ANY
CONSIDERATION TO SUMMIT STOCKHOLDERS .

     WE URGE YOU TO SIGN,  DATE AND RETURN THE ENCLOSED  WHITE PROXY CARD TODAY!
SINCE  TIME IS VERY  IMPORTANT,  IMMEDIATE  ACTION  ON  YOUR  PART IS  CRITICAL.

REJECTING  THE  MERGER  WITH  CKE   JEOPARDIZES  A  CERTAIN  PAYMENT  TO  SUMMIT
STOCKHOLDERS

     The Opposition Group, only one member of which owns a substantial number of
shares  of  Summit  Common  Stock,  asks all  Summit  stockholders  to  forego a
substantial  forthcoming payment in order to further the Opposition Group's goal
to obtain  control of Summit.  In the merger,  which is scheduled to occur on or
about July 12, 1996, each  outstanding  share of Summit Common Stock (other than
dissenting  shares, if any, and shares owned by CKE or its  subsidiaries,  which
will be canceled)  will be converted into the right to receive $2.63 in cash and
a number of shares of CKE Common  Stock equal to a fraction,  the  numerator  of
which is $2.64 and the denominator of which will be an amount  determined on the
basis of an average of the closing  sales  prices of CKE Common Stock on the New
York Stock Exchange for the 20 consecutive  trading days ending on July 5, 1996.
Using the first 12 trading days ended June 24, 1996, the total  consideration in
the  Summit/CKE  merger would be $2.63 in cash plus 0.1043  shares of CKE stock.
This represents a total  consideration of $5.38 based on the closing stock price
of CKE Common Stock of $26.375 as of the close of business on June 24, 1996.

     The amount you will actually  receive in the merger will vary  depending on
the price of CKE Common  Stock.  The payment of cash and the issuance of the CKE
Common Stock would occur as soon as  practicable  after the merger.  In order to
induce you to vote  against  the Merger,  the  Opposition  Group  claims that it
would,  at an  unspecified  time,  pay a cash  dividend  of $2 per  share out of
proceeds of asset sales they claim will be made after the Opposition Group gains
control of Summit.  Such a dividend would require the  Opposition  Group to gain
control of Summit,  locate assets that could be sold,  find  purchasers for such
assets,  negotiate  and  complete  the  sale of such  assets,  and  then pay all
liabilities before being able to pay stockholders any dividend.






WHAT IS WRONG WITH THE OPPOSITION GROUP'S "PLAN"?

*    In the view of your Board of Directors, the Opposition Group's "plan" could
     require months - if not years - to accomplish and, as the Opposition  Group
     itself  states,  "there is no assurance that any proposal or combination of
     proposals  contained [in the Opposition Group proxy statements] will result
     in a successful outcome for [Summit] shareholders."

*    The Opposition  Group purports to seek the removal of all Summit  directors
     at the Special  Meeting on July 12, 1996,  but such action is not permitted
     under Summit's Certificate of Incorporation, Bylaws or Delaware law.

*    Even if the Opposition  Group could gain control of Summit,  the Opposition
     Proxy  presupposes  that the current Summit assets are easily  saleable for
     cash on terms highly favorable to Summit - a dubious  assumption based upon
     Summit's exhaustive search for potential buyers.

*    The  proposal  by the  Opposition  Group  could be  inefficient  to  Summit
     stockholders from a tax standpoint,  since any taxable gains resulting from
     the sale of  assets  would be  recognized  first  by  Summit,  and then the
     dividends would be taxable to the Summit stockholders.

*    The Opposition  Group's claim that it would make a $2 per share dividend is
     wishful  thinking.  Your Board of Directors  believes  that the  Opposition
     Group has made this claim  without  determining  the true value of Summit's
     assets,  considering  the funds  needed to provide for the  liabilities  of
     Summit,  assessing the potential  for further cash flow  deterioration  and
     factoring in the rights of Summit's preferred stockholder.

     If the  Opposition  Group  were  acting  in the best  interests  of  Summit
stockholders  and had in fact  identified  potential  buyers willing to purchase
Summit's assets for more than the consideration  offered in the merger, WHY HAVE
THEY NOT IDENTIFIED  SUCH BUYERS TO THE SUMMIT BOARD OF DIRECTORS,  SO THE BOARD
COULD  EVALUATE  SUCH  OPPORTUNITIES  AGAINST  THE  MERGER  OR  OFFER  A  HIGHER
CONSIDERATION TO YOU, THE STOCKHOLDER?  Further,  if the CKE offer is inadequate
as they  state,  why has the  Opposition  Group  not made a higher  offer to all
stockholders.  Summit negotiated a provision to allow it to terminate the Merger
Agreement  in  certain  circumstances  if a better  offer  were to  materialize.
INSTEAD OF  IDENTIFYING  THE  POTENTIAL  BUYERS TO THE BOARD OF  DIRECTORS OR TO
SUMMIT  STOCKHOLDERS  OR EVEN DESCRIBING THE TERMS ON WHICH SUCH PURCHASES WOULD
BE MADE, THE OPPOSITION  GROUP ASKS THAT SUMMIT  STOCKHOLDERS  FOREGO THE MERGER
CONSIDERATION  AND TURN SUMMIT OVER TO THE OPPOSITION GROUP WITHOUT ANY PAYMENTS
TO THE STOCKHOLDERS.

THE OPPOSITION GROUP WANTS TO GAIN CONTROL OF SUMMIT WITHOUT PAYING ANYTHING 
TO YOU

     The  Opposition  Group has had  plenty of time to propose a plan to acquire
Summit.  The  Board of  Directors  has  publicized  its  search  for a merger or
acquisition  partner  since July 24,  1995.  In fact,  in the summer and fall of
1995, First Global expressed interest in providing financing or in participating
in some way in a purchase.  As a result,  Summit management provided information
about  Summit  to  First  Global   following  First  Global's   execution  of  a
confidentiality  agreement by Nobel Trenham,  founder,  Co-Chairman of the Board
and Chief Investment  Officer of First Global  Securities.  Interestingly,  this
information was returned by First Global, purportedly unread, after First Global
advised  Summit  management  that First Global was not  interested in pursuing a
transaction with Summit.

     THE FACT IS, THE OPPOSITION  GROUP HAS NO FUNDS OR FINANCING  AVAILABLE FOR
USE IN CONJUNCTION WITH THIS TRANSACTION AND NOTHING TO OFFER STOCKHOLDERS OTHER
THAN VAGUE CLAIMS  REGARDING THE POSSIBILITY OF FUTURE  DIVIDENDS AND CHANGES IN
DIRECTION. Instead, they want you to vote against the Merger and turn control of
Summit over to the Opposition Group for no consideration whatsoever.  The Summit
Board of Directors believes that this gamble is not in your best interest.


THE OPPOSITION GROUP CANNOT "REMOVE" SUMMIT'S DIRECTORS

     The  Opposition  Group's plan is premised upon taking  control of Summit by
"removing" Summit's directors at the Special Meeting on July 12, 1996. Under the
Delaware General  Corporation Law and under the Certificate of Incorporation and
Bylaws of Summit,  the Opposition  Group may not bring to a vote any proposal to
remove  Summit's  directors  or elect a new slate of  directors  at the  Special
Meeting.  Accordingly,  any  attempt to bring these  matters  before the Special
Meeting  will  necessarily  be  deemed  out of  order  and not  appropriate  for
stockholder  action and therefore  Summit  recommends that you do not return the
red proxy card, even to vote against the Opposition Group.

THE BUSINESS PLAN PROPOSED BY THE OPPOSITION GROUP IS SPECULATIVE AND
PROBABLY NOT FINANCEABLE

     The  Opposition  Group states that, if it gains control of Summit,  it will
"create  a  new  direction  for  Summit  focused  on  themed   restaurants   and
entertainment creating an 'eatertainment' focus." The Opposition Group says that
its first themed  project will be the "Wave Cafe."  According to the  Opposition
Group,  the Wave  Cafe will  consist  of "a  surfable  wave  ridden by  employee
instructors"  and a retail store featuring surf,  volleyball,  snowboarding  and
related merchandise.  The Wave Cafe concept has never been tried. In the view of
the Board of Directors,  such a plan is highly  speculative and not in your best
interest. Summit believes that there have been attempts, albeit unsuccessful, to
raise  capital for this  venture for at least the past year and that the company
sponsoring the "Wave Cafe" concept has been unable to obtain  financial  support
to move its concept forward. THE BOARD OF DIRECTORS BELIEVES THAT THE OPPOSITION
PROXY IS AN EFFORT TO TAKE THE MONEY OF SUMMIT'S STOCKHOLDERS AND INVEST IT IN A
HIGHLY SPECULATIVE, UNTESTED RESTAURANT VENTURE. THE BOARD OF DIRECTORS BELIEVES
THAT  THIS  APPROACH  IS AN  IRRESPONSIBLE  ATTEMPT  TO ALLOW  FIRST  GLOBAL  TO
SPECULATE WITH THE MONEY OF SUMMIT'S STOCKHOLDERS.

THE OPPOSITION GROUP'S ATTACKS ON CKE STOCK ARE UNFOUNDED

     Even though it is  unwilling  to offer any  consideration  of its own,  the
Opposition  Group wants you to believe that the CKE Common Stock is  overvalued.
Whether CKE's stock is overvalued is certainly a matter of opinion.  On June 12,
1996,  CKE  reported  that net income for the first  quarter  ended May 20, 1996
nearly tripled to $5.3 million, or $0.28 per share,  compared with net income of
$1.9  million,  or $0.11 per share for the prior year period.  CKE also reported
that revenues for the 16 week period ended May 20, 1996 increased $15.3 million,
or 11 percent, to $152.9 million as compared with the prior year 16 week period.

SUMMIT MANAGEMENT IS SOUND AND HIGHLY QUALIFIED - THE OPPOSITION GROUP'S
ATTACKS ARE INACCURATE

     First Global is also  inaccurate in portraying  Summit as a company with no
management.  The company  continues to have two vice  presidents  overseeing the
JB's  Restaurants  and Galaxy  Diners,  a senior vice  president  overseeing the
HomeTown Buffets, and two senior vice presidents and a vice president overseeing
the support  functions.  Additionally,  Clark D. Jones is  currently  serving as
interim President and Chief Executive Officer. Mr. Jones is familiar with Summit
and the  restaurant  industry,  having served as president of the company for 10
years  previously  and as interim  president in 1993.  The home office of Summit
employs approximately thirty individuals who provide support to the operation of
the company.



     Please show your support by signing,  dating and mailing the enclosed WHITE
PROXY CARD,  and  disregarding  any Red Proxy Card sent to you by the Opposition
Group. Only the latest dated proxy will count. Regardless of how many shares you
own, your vote is very important,  and I encourage you to exercise your right to
vote. PLEASE VOTE ONLY THE WHITE PROXY CARD. Do not sign or return any Red proxy
card sent to you by the Opposition Group.

     In the meantime,  if you are contacted by the Opposition  Group and wish to
voice your  concerns  to Summit,  or have any  questions,  please call our proxy
solicitor,  Corporate  Investor  Communications,  Inc.,  at (800)  346-7885,  or
collect at (201) 896-1900 or call me, Clark Jones, at (801) 463-5500.

Very truly yours,

                            THE BOARD OF DIRECTORS OF
                            SUMMIT FAMILY RESTAURANTS INC.

                           By: /s/ Clark D. Jones
                           ----------------------
                                   Clark D. Jones
                                   Chairman of the Board

                                    IMPORTANT

     Whether or not you have previously  signed a proxy card from the Opposition
Group,  please sign, date and mail management's WHITE PROXY CARD in the enclosed
postage paid envelope.  (If you wish to add your comments and suggestions  about
the issues discussed in this letter, please note them on the proxy card.)

     Please DO NOT execute or return any Red card sent to you by the  Opposition
Group.

     If you own your shares in the name of a brokerage  firm, your broker cannot
vote such shares unless he receives your specific instructions.

     If you  have  any  questions  about  voting  your  shares  or want  further
assistance or information, please do not hesitate to call our proxy solicitor:

                     CORPORATE INVESTOR COMMUNICATIONS, INC.
                 AT (800) 346-7885 OR COLLECT AT (201) 896-1900.



                     SHOULD YOU TRUST THE OPPOSITION GROUP?

LOOK AT HOW OTHER INVESTORS HAVE FARED WITH FIRST GLOBAL SECURITIES AND THE
TRENHAMS

*    CLAIM OF FRAUD

     In November 1994, a group of investors filed an action for fraud, negligent
misrepresentation, breach of contract and breach of fiduciary duty against Noble
Trenham  and  Susan  Trenham,  among  others.  The  complaint  alleges  that the
investors  agreed to invest their money with the Trenhams by purchasing  limited
partnership  interests  in a real  estate-related  partnership  of  which  Noble
Trenham would be the general partner.  According to the complaint, Susan Trenham
co-hosted  meetings with Noble where Noble would fail to disclose material facts
about the actual  condition of the  property.  In the  complaint,  the investors
claimed that they were lulled into making investments they believed to be sound,
conservative  and  prudently  managed,  while the Trenhams (who  allegedly  were
insolvent at such time) were using  investors'  funds to pay personal  debts and
personal litigation expenses completely unrelated to the partnership.  There are
also allegations in the complaint that the Trenhams were using the partnership's
real property for collateral  for loans that were used to pay personal  expenses
of the Trenhams unrelated to the partnership's  business.  Noble Trenham settled
the case for $100,000 together with an agreement to pay the investors 10% of his
gross income until June 1, 2001 from investment  banking ventures (not to exceed
$50,000). (DASHJIAM V. TRENHAM, CASE NO. BC117223)

*    CLAIM OF VIOLATIONS OF SECURITIES LAWS

     On July 23, 1987,  the United  States  Securities  and Exchange  Commission
filed an action against Noble Trenham and his former firm alleging violations of
(i) Section  13(d) and Rules 13d-1 and 13d-2 of the  Securities  Exchange Act of
1934 by failing to  properly  and timely file  Schedules  13D  disclosing  their
intentions to change or influence the control of at least eight public companies
while  beneficially  owning at least five percent of the  outstanding  shares of
such  companies,  (ii) the  Investment  Advisers Act of 1940 by making false and
misleading   statements   regarding  the  aggregate   concentrations  of  shares
accumulated by Noble Trenham and his firm in their clients' accounts and failing
to disclose to their clients the adverse  consequences  of such  concentrations,
(iii) the Investment  Advisers Act by failing to disclose  conflicts of interest
between  his firm and its  clients,  and (iv)  the  Investment  Advisers  Act by
transacting unlawful agency cross-trades.

     Noble  Trenham  and his  firm  consented  to  final  judgments  permanently
enjoining  and  restraining  them  from  further  violations  of  the  foregoing
provisions of the securities laws.  (SECURITIES AND EXCHANGE COMMISSION V. FIRST
WILSHIRE  MANAGEMENT  INC.,  FREDERICK ASTMAN AND NOBLE TRENHAM,  U.S.  DISTRICT
COURT FOR THE DISTRICT OF COLUMBIA, CIVIL ACTION NO. 87-2037)



*    CLAIM OF BREACH OF FIDUCIARY DUTY

     In April 1985,  shareholders  of Olson Farms filed a lawsuit  against Noble
Trenham  and his firm (as well as  numerous  other  defendants)  for  breach  of
fiduciary duty by using fraudulent  schemes and conspiring to dilute  plaintiffs
as controlling  shareholders of Olson Farms by funding a company to take control
of Olson Farms at a deflated price and then conspiring to obtain an opinion that
such  deflated  price was fair.  Noble  Trenham  and his firm  were  accused  of
receiving a finders fee of between  $50,000 and $65,000 for bringing  together a
transaction  whereby a company of which Noble  Trenham's  firm was a shareholder
would purchase  500,000 shares of Olson Farms common stock at a deflated  price,
the sale of which would reduce plaintiff's ownership interest from 42.9% to 30%,
in  order  to raid  the  assets  of  Olson  Farms  to pay off the  debts of such
company's parent company.  The complaint further alleges that the parent company
was in severe financial  trouble,  had a negative net worth, was in violation of
bank loan  covenants and had loan  payments due the following  year in excess of
$50,000,000.  The case was  ultimately  dismissed.  (OLSON,  C.  DEAN,  ET AS V.
BUFFINGTON, JACK W., ET AL, CASE NO. C544668)

*    CLAIM OF VIOLATION OF THE ANTI-RACKETEERING LAWS

     In March 1985, a client filed a lawsuit  against Noble Trenham and his firm
(and other defendants) alleging violations of federal and state securities laws,
antiracketeering  laws,  fraud,  breach of fiduciary duty and breach of contract
arising from Noble Trenham's and his co-worker's  mismanagement  of the client's
funds. According to the complaint,  Noble Trenham was one of the two individuals
who personally  provided the investment  advisory services to the client. One of
the other defendants (the clearing broker for securities  transactions  directed
by Noble Trenham's  firm) entered into a settlement  agreement for $260,000 with
the plaintiff. (SEE MORGAN, OLMSTEAD, KENNEDY & GARDNER INCORPORATED V. TRENHAM,
NOBLE, ET AL, CASE NO. C717414.)

     We think that when you compare the  proposed  merger with CKE  Restaurants,
Inc. against the Opposition Group proposal, you will agree with the Summit Board
of Directors that the merger is in your best interests.

     PLEASE  SIGN,  DATE AND RETURN THE ENCLOSED  WHITE PROXY CARD TODAY!  SINCE
TIME IS VERY IMPORTANT, IMMEDIATE ACTION ON YOUR PART IS CRITICAL.