Summit Family Restaurants Inc Watch

from 10-K405 1 page <page> 1 Hand Delivered December 1, 1995 440 Lawndale Drive Salt Lake City, Utah 84115 Re: Change of Control Agreement Dear: Summit Family Restaurants Inc. ("Summit") Has Entered Into a Change of Control Letter Agreement With You Dated August 17, 1995 ("Change of Control Agreement"). Summit Has Entered or Will Enter Into an Agreement ("Cke Agreement") With Cke Restaurants, Inc. ("Cke") for the Merger of Summit With a Subsidiary of Cke, Which Transaction the Board of Directors of Summit Has Determined Is in the Best Interest of the Shareholders, Officers and Employees of Summit. Cke Has Requested an Amendment to the Change of Control Agreement and Summit and You Have Agreed to Amend the Change of Control Agreement as Follows: 1. You Agree That in the Event You Voluntarily Terminate Your Employment With Summit or Summit's Successor Within (90) Days Immediately Following the Closing of the Transaction Contemplated by the Cke Agreement ("Mandatory 90 Day Period") You Shall Forfeit All Your Benefits Under the Change of Control Agreement and the Change of Control Agreement Shall Have No Further Force or Effect. During the Mandatory 90 Day Period You Shall Continue to Receive Salary Equivalent to Your Current Salary. 2. Summit Agrees That the 90 Day Period Described in Paragraph 2(a) of the Change of Control Agreement, During Which You May Voluntarily Terminate Your Employment and Receive Your Benefits Under the Change of Control Agreement, Shall Begin Immediately Following the End of the Mandatory 90 Day Period. <page> 2 Change of Control Agreement December 1, 1995 Page 2 3. All Other Provisions of the Change of Control Agreement Shall Remain in Full Force and Effect. Please Indicate Your Acceptance of the Foregoing Terms by Executing This Letter Where Indicated Below. Very Truly Yours, Summit Family Restaurants Inc. Clark D. Jones Chairman of the Board - - Signature - Date

from 10-K405 ~50 pages Agrmnt and Plan of Merger and Reorg Btwn Co. & Cke

from 10-K405 1 page Ltr Agrmnt 1/4/95 Btwn Co. and Joseph Hollencamp

from 10-K405 ~10 pages Separation Comp Plan Adopted by Bod 9/25/95

from 10-K405 1 page Fiscal 96 Exec. Incentive Compensation Plan

from 10-K405 ~10 pages Form of Agrmnt Betwn the Co. and Others 8/17/95

from 10-K405 1 page <page> 1 July 20, 1995 C. Dennis Scott, President Hometown Buffet, Inc. 9171 Towne Centre Drive Suite 575 San Diego, Ca 92122 Dear Mr. Scott: Summit Family Restaurants Inc. Understands That Hometown Buffet, Inc. Waives the Requirement That the Seventeenth Hometown Buffet Restaurant Location Be Opened on or Before December 31, 1995 as Required by Item II Development, Paragraph 1, of the Multiple Unit Agreement Dated October 9, 1991 as Amended by the First and Second Amendments Dated January 3, 1992, June 23, 1992, Respectively, and the Letter Amendment Dated November 30, 1993. Summit Understands That Hometown Buffet, Inc. Will Allow Summit Family Restaurants Inc. Until June 30, 1996 to Open the Seventeenth Location. Also, Summit Understands That All Other Requirements of the Development Schedule in the Multiple Unit Agreement Remain in Effect. Please Indicate Your Agreement With the Above by Signing Where Indicated Below. if You Have Any Questions, Please Contact Me. Very Truly Yours, Summit Family Restaurants Inc. /S/ Charlotte L. Miller Charlotte L. Miller Senior Vice President, General Counsel Clm:dj CC: Don M. McComas /S/ C. Dennis Scott C. Dennis Scott, President Hometown Buffet, Inc