8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 31, 2007

CKE RESTAURANTS, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-11313	33-0602639
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
6307 Carpinteria Ave., Ste. A, Carpinteria, California		93013
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code:(805) 745-7500

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 8.01 Other Events.
	Item 9.01 Financial Statements and Exhibits.
SIGNATURES
EXHIBIT INDEX
EXHIBIT 99.1

Item 8.01 Other Events.

     On May 16, 2007, CKE Restaurants, Inc. filed a definitive proxy statement on Schedule 14A (the “Proxy Statement”) relating to the Company’s 2007 Annual Meeting of Stockholders, which will be held at 10:00am on June 11, 2007. As previously disclosed, the record date for determining the Company’s stockholders entitled to vote at the Annual Meeting of Stockholders is April 23, 2007.

     On May 31, 2007, the Company filed a Supplement to the Proxy Statement to supplement and amend the Proxy Statement in order to change certain information regarding the proposed amendment to the Company’s 2005 Omnibus Incentive Compensation Plan. A copy of the Supplement is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

     (d) Exhibits.

Exhibit Number	Description
99.1	Supplement to the CKE Restaurants, Inc. 2007 Proxy Statement

SIGNATURES

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

	CKE RESTAURANTS, INC.
Date: May 31, 2007	/s/ E. Michael Murphy
	E. Michael Murphy
	Executive Vice President, General Counsel and Secretary

EXHIBIT INDEX

Exhibit Number	Description
99.1	Supplement to the CKE Restaurants, Inc. 2007 Proxy Statement

EX-99.1

Exhibit 99.1

CKE RESTAURANTS, INC.
6307 Carpinteria Avenue, Suite A
Carpinteria, California 93013

SUPPLEMENT
TO
PROXY STATEMENT

Annual Meeting of Stockholders
June 11, 2007

     On May 16, 2007, CKE Restaurants, Inc. (the “Company”) filed a definitive proxy statement on Schedule 14A (the “Proxy Statement”) relating to the Company’s 2007 Annual Meeting of Stockholders, which will be held at 10:00am on June 11, 2007. As previously disclosed, the record date for determining the Company’s stockholders entitled to vote at the Annual Meeting of Stockholders is April 23, 2007. This Supplement supplements and amends the Proxy Statement in order to change certain information regarding Proposal 2 therein, which relates to an amendment to the Company’s 2005 Omnibus Incentive Compensation Plan (the “2005 Plan”).

     On May 31, 2007, the Company’s Board of Directors approved an amendment to its 2005 Plan to reduce the proposed increase in the maximum number of shares which may be issued under all awards of restricted stock, stock units and stock awards, in the aggregate, by 450,000 shares, from 2,250,000 shares to 1,800,000 shares, which will result in a total of 2,550,000 shares of common stock being reserved for such awards instead of 3,000,000 shares of common stock being reserved for such awards as initially contemplated by Proposal 2.

     Proposal 2 to the Proxy Statement is hereby amended to reduce the proposed increase in the maximum number of shares which may be issued under all awards of restricted stock, stock units and stock awards, in the aggregate, by 450,000 shares as contemplated above. The Company’s Board of Directors unanimously recommends a vote “FOR” the amendment to the 2005 Plan as so amended.

     A copy of this Supplement to the Proxy Statement was filed as Exhibit 99.1 to the Company’s Current Report on Form 8-K, dated May 31, 2007, and filed with the SEC on May 31, 2007.