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FILED PURSUANT TO RULE 424(b)(3)
PROSPECTUS SUPPLEMENT NO. 8 REGISTRATION STATEMENT NO. 333-51103
(To Prospectus Dated June 15, 1998)
CKE RESTAURANTS, INC.
$197,225,000 PRINCIPAL AMOUNT OF
4-1/4% CONVERTIBLE SUBORDINATED NOTES DUE 2004
(INTEREST PAYABLE ON MARCH 15 AND SEPTEMBER 15)
4,091,465 SHARES OF COMMON STOCK
This Prospectus Supplement supplements information contained in that
certain Prospectus dated June 15, 1998 (as amended or supplemented, the
"Prospectus") of CKE Restaurants, Inc. relating to the potential sale from time
to time of up to $197,225,000 aggregate principal amount of Notes and the Shares
of Common Stock issuable upon conversion thereof by the Selling Securityholders.
This Prospectus Supplement is not complete without, and may not be delivered or
utilized except in connection with, the Prospectus, including any amendments or
supplements thereto. Capitalized terms used herein but not defined have the
meanings assigned to such terms in the Prospectus.
The following table supplements the information set forth in the
Prospectus under the caption "Selling Securityholders" with respect to the
Selling Securityholders named below and the respective principal amounts of
Notes and Shares beneficially owned by such Selling Securityholders that may be
offered pursuant to the Prospectus:
<TABLE>
<CAPTION>
PRINCIPAL AMOUNT NUMBER OF PRINCIPAL AMOUNT NUMBER OF
OF NOTES SHARES OF NOTES SHARES
NAME OF BENEFICIALLY BENEFICIALLY TO BE TO BE
SELLING STOCKHOLDER OWNED OWNED(1) SOLD(2) SOLD(2)
------------------- ---------------- ------------ ---------------- ---------
<S> <C> <C> <C> <C>
South Dakota Retirement System $3,000,000 62,235 $1,000,000 --
San Diego City Employees $710,000 14,729 $710,000 --
Dunham & Associates III $75,000 1,555 $75,000 --
San Diego County Convertible $2,190,000 45,431 $2,190,000 --
Boston Museum of Fine Art $70,000 1,542 $70,000 --
Engineers Joint Pension Fund $250,000 5,186 $250,000 --
Wake Forest University $560,000 11,617 $560,000 --
Baptist Health of South Florida $145,000 3,008 $145,000 --
Nicholas Applegate Convertible Fund $3,000,000 62,235 $3,000,000 --
</TABLE>
The lines "Paloma Securities L.L.C.... $8,800,000, 182,557, $8,800,000,
- --", "Silverton International Fund Limited.... $4,200,000, 87,129, $4,200,000,
- --" [(other than the footnotes thereto which remain unchanged)] contained in the
table set forth in the Prospectus as supplemented to date
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under the caption "Selling Securityholders" shall be deleted in their entirety
and replaced with the following:
<TABLE>
<CAPTION>
PRINCIPAL AMOUNT NUMBER OF PRINCIPAL AMOUNT NUMBER OF
OF NOTES SHARES OF NOTES SHARES
NAME OF BENEFICIALLY BENEFICIALLY TO BE TO BE
SELLING STOCKHOLDER OWNED OWNED(1) SOLD(2) SOLD(2)
------------------- ---------------- ------------ ---------------- ---------
<S> <C> <C> <C> <C>
Paloma Securities L.L.C. $9,800,000 203,302 $9,800,000 --
Silverton International Fund $5,200,000 107,874 $5,200,000 --
Limited
</TABLE>
All information in this Prospectus Supplement is as of September 14,
1998.
The date of this Prospectus Supplement is September 17, 1998.
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