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                                                                   EXHIBIT 10.34



                       AMENDMENT TO EMPLOYMENT AGREEMENT

        This Amendment to Employment Agreement ("Amendment"), dated as of
September 6, 2000, is entered into by and between CKE RESTAURANTS, INC., a
Delaware corporation (the "Company") and C. THOMAS THOMPSON (the "Employee").

                                   WITNESSETH:

        WHEREAS, the parties hereto made and entered into a written Employment
Agreement effective as of April 9, 1999 (the "Agreement");

        WHEREAS, the parties hereto desire, and it is in the best interest of
each party, to amend the Agreement;

        NOW, THEREFORE, in consideration of the promises and the mutual
covenants and obligations hereinafter set forth, the parties agree as follows:

        1.     Paragraph 1, Employment and Duties, is amended to change
               Employee's title to Assistant to the Chief Executive Officer.
               Employee is not required to devote full time to the business
               affairs of the Company.

        2.     Paragraph 2, Term, is amended to reduce the Employment Term.
               Employee's employment with the Company shall terminate on January
               31, 2001.

        3.     Paragraph 3, Salary, is amended as follows:

               "Commencing September 6, 2000, and subject to the other
               provisions of this Amendment, the Company shall pay the Employee
               a minimum base annual salary of $250,000."

        4.     Except as specifically set forth above, the Agreement and the
               terms and conditions thereof, will remain in full force and
               effect. From and after the date of execution of this Amendment,
               all references to the Agreement shall be deemed to be references
               to the Agreement as amended hereby.

        IN WITNESS WHEREOF, the parties have executed this Amendment on the day
and year first above written.


CKE RESTAURANTS, INC.                        EMPLOYEE


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By:                                          C. Thomas Thompson
Its: