EXHIBIT 10.34

FORM OFKRISPY KREME DOUGHNUTS, INC.DIRECTOR RESTRICTED STOCK UNIT AGREEMENT

THIS
AGREEMENT, dated as of           between Krispy Kreme Doughnuts, Inc. (the Company), a
North Carolina corporation, and           , a member of the Board of Directors of the
Company (the Director).

WHEREAS, the
Companys 2000 Stock Incentive Plan (the Plan) provides for the grant of
restricted stock, which is defined in Article 2(ee) of the Plan to include the
right to receive shares of Common Stock in the future;

WHEREAS,
under the definition of restricted stock in Article 2(ee) and the provisions
of Article 8 of the Plan, the issuance of restricted stock units, which are
rights to receive shares of stock at a specified time in the future and
following the lapse of applicable restrictions, is authorized;

WHEREAS, the
Director has been granted the following award of restricted stock units under
the Plan;

NOW,
THEREFORE, in consideration of the premises and mutual covenants contained
herein, and for other good and valuable consideration, the parties hereto agree
as follows.

1.Award
of Restricted Stock Units. Pursuant to the
provisions of the Plan, the terms of which are incorporated herein by reference,
the Director is hereby awarded restricted stock units (the Restricted Stock
Units), subject to the terms and conditions of the Plan and those herein set
forth. The effective date of the grant of Restricted Stock Units is (the Date
of Grant). Each Restricted Stock Unit will entitle the Director to receive one
share of Common Stock at the time, and subject to the conditions, set forth
herein and in the Plan. Capitalized terms used herein and not defined shall have
the meanings set forth in the Plan. In the event of any conflict between this
Agreement and the Plan, the Plan shall control.

2.Terms and Conditions. It is understood and agreed that the award ofRestricted Stock Units evidenced hereby is subject to the
following terms and conditions:

(a)Vesting of Restricted Stock Units.
Subject to the terms and conditions of this Agreement, the Restricted Stock
Units shall become vested in four equal quarterly installments on           ,           ,           and           ;provided,however,
that the Restricted Stock Units shall become immediately vested in full (i) in
the event of a Change in Control (as defined below), or (ii) in the event that
the Director ceases to serve as a Director of the Company due to the Directors
death or Disability. Unless otherwise provided by the Committee, all amounts
receivable in connection with any adjustments to the Common Stock under Section
4.4 of the Plan shall be subject to the vesting schedule in this Section 2(a).
For purposes hereof, Change in Control shall have the meaning set forth in the
Plan, except in the case of a transaction described in clauses (1) or (3) of
paragraph (b) of such definition, the consummation of such a transaction, rather
than the approval by shareholders of the Company of such transaction or
agreement to effect such a transaction, shall constitute a Change in Control.

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(b) Termination of Service. In the event
that the Director ceases to serve as a Director for any reason not described or
provided for in Section 2(a) above, that portion of the Restricted Stock Units
that have not yet vested shall be forfeited.

(c) Distribution of Common Stock. The
Company shall distribute to the Director (or his or her heirs in the event of
the Directors death) at the time of vesting of the Restricted Stock Units, a
number of shares of Common Stock equal to the number of Restricted Stock Units
then held by the Director that became vested at such time; provided, however, that, if
the Director has made an irrevocable deferral election prior to           , distribution
of the shares of Common Stock subject to the Restricted Stock Units shall be
deferred until the time the Director ceases to be a Director of the Company for
any reason.

(d) Rights and Restrictions. The
Restricted Stock Units shall not be transferable, other than pursuant to will or
the laws of descent and distribution. Prior to vesting of the Restricted Stock
Units and delivery of the shares of Common Stock to the Director, the Director
shall not have any rights or privileges of a shareholder as to the shares of
Common Stock subject to the Restricted Stock Units. Specifically, the Director
shall not have the right to receive dividends or the right to vote such shares
of Common Stock prior to vesting of the Restricted Stock Units and delivery of
the shares of Common Stock.

(e) Dividend Equivalents. As of each date on
which a cash dividend is paid on shares of Common Stock, there shall be granted
to the Director that number of additional Restricted Stock Units (including
fractional units) determined by (i) multiplying the amount of such dividend per
share of Common Stock by the number of Restricted Stock Units held by the
Director, and (ii) dividing the total so determined by the Fair Market Value of
a share of Common Stock on the date of payment of such cash dividend. The
Restricted Stock Units granted pursuant to this Section 2(e) will have the same
terms and conditions (including vesting dates) as the Restricted Stock Units
with respect to which they are granted.

3. Transfer of Common Stock. The Common
Stock to be delivered hereunder, or any interest therein, may be sold, assigned,
pledged, hypothecated, encumbered, or transferred or disposed of in any other
manner, in whole or in part, only in compliance with the terms, conditions and
restrictions as set forth in the governing instruments of the Company,
applicable federal and state securities laws or any other applicable laws or
regulations and the terms and conditions hereof.

4. References. References herein to rights and
obligations of the Director shall apply, where appropriate, to the Directors
legal representative or estate without regard to whether specific reference to
such legal representative or estate is contained in a particular provision of
this Agreement.

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5. Notices. Any notice required or
permitted to be given under this Agreement shall be in writing and shall be
deemed to have been given when delivered personally or by courier, or sent by
certified or registered mail, postage prepaid, return receipt requested, duly
addressed to the party concerned at the address indicated below or to such
changed address as such party may subsequently by similar process give notice
of:

| | If to the
      Company:                                                                                                                                                                                                             
| | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |                                                                                                                                                                                                                                      
| | Krispy Kreme
      Doughnuts, Inc.                                                                                                                                                                                                   
| | Attn.:
      General Counsel                                                                                                                                                                                                         
| | 370
      Knollwood Street, Suite 500                                                                                                                                                                                                
| | Winston-Salem, North Carolina 27103                                                                                                                                                                                                  
| |                                                                                                                                                                                                                                      
| | If to the
      Director:                                                                                                                                                                                                            
| |                                                                                                                                                                                                                                      
| |                                                                                                                                                                                                                                      
| |                                                                                                                                                                                                                                      
| |                                                                                                                                                                                                                                      
| |                                                                                                                                                                                                                                      
| | (Or at the Directors most
      recent address shown on the Companys corporate records, or at any other
      address at which the Director may specify in a notice delivered to the
      Company in the manner set forth
herein.)

6. Further
Assurances. The Director agrees to perform all acts
and execute and deliver any documents that may be reasonably necessary to carry
out the provisions of this Agreement, including but not limited to all acts and
documents related to compliance with federal and/or state securities
laws.

7. Entire Agreement. This Agreement, together with the Plan, sets forth the entire
agreement between the parties with reference to the subject matter hereof, and
there are no agreements, understandings, warranties, or representations,
written, express, or implied, between them with respect to the Restricted Stock
Units other than as set forth herein or therein, all prior agreements, promises,
representations and understandings relative thereto being herein
merged.

8.
Section 409A. It is intended that this Agreement will comply with Section409A of the Code and any regulations
and guidelines issued thereunder, and the Agreement shall be interpreted on a
basis consistent with such intent. The Agreement may be amended in any respect
deemed necessary by the Board in order to preserve compliance with Section 409A
of the Code.

9. Counterparts. For convenience, this Agreement may be executed in any number of
identical counterparts, each of which shall be deemed a complete original in
itself and may be introduced in evidence or used for any other purposes without
the production of any other counterparts.

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IN WITNESS
WHEREOF, the undersigned have executed this Agreement as of the date first above
written.

KRISPY KREME DOUGHNUTS, INC.By:Title:DIRECTORSignature:Printed
      Name:


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