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Exhibit 10.34
  Lifecore Biomedical
FY 2008 Bonus Plan
PLAN ADMINISTRATION
 1.
    
    Purpose of the PlanThe purpose of the Lifecore Biomedical (the Company) FY 2008 Bonus Plan (the Plan) is to
reward Executive Officers and selected members of the Management Team for the attainment of
corporate and individual objectives.2.
    
    DefinitionsBase Salary means the plan participants salary in effect at the end of the plan year.Committee means the Compensation Committee of the Board.Threshold means the minimum level of performance required to generate an award. Threshold
is 80% of the net income goal and 85% of the net sales goal.Plan means the level of performance that reflects 100% attainment of the performance
measure approved by the Board. This level of performance triggers a target (or 100%) award.Maximum means the level of performance that results in the maximum award available under
the plan being granted. Performance beyond maximum will not increase the award.MBO means Management By Objective. A discretionary award based on the attainment of
individual objectives.3.
    
    Plan AdministratorThe Plan Administrator will be the Chairman of the Committee. The actions of the Plan
Administrator are subject to the approval of the Committee, as appropriate.
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4.
    
    Plan AdministrationThe Plan Administrator will administer the Plan under the general guidelines of this
document. This will include all matters pertaining to the Plan and its interpretation,
including the resolution of issues where the Plan is silent. Material matters are always
subject to the approval of the Committee.5.
    
    ParticipationParticipation will be restricted to Executive Officers and selected Management Team members
of the Company as recommended by the Plan Administrator and approved by the Committee.The Committee will have full discretion to pay a bonus and to adjust the payment in whatever
manner the Committee deems appropriate to any individual who becomes an Executive Officer or
Management Team member of the Company during the fiscal year.Participation in any one year does not guarantee participation in future years or
participation at the same award level.6.
    
    Bonus AwardBonus payments under the Plan are specified under the attached Performance Parameters based
upon performance versus the FY 2008 Operating Plan. Bonus payments shall be calculated on a
pro-rata basis using interpolation when performance is between parameters.The Committee reserves the right to make discretionary bonus payments, subject to approval by
the Board of Directors, in the event the minimum performance level is not attained. The fund
for these discretionary payments shall not exceed 10% of annual base salaries.7.
    
    Effective DateThe effective date of the Plan is July 1, 2007.8.
    
    Plan YearThe Plan Year is the Companys fiscal year.
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9.
    
    Termination of EmploymentA Participant who terminates their employment or whose employment is terminated by the
Company forfeits all rights under the Plan.The Committee will have full discretion to pay or not pay a bonus and to adjust the payment
in whatever manner the Committee deems appropriate.10.
    
    Death, Disability, RetirementIn the event of death, disability, or retirement, a prorated award will be made based on the
active time in the Plan and the level of performance attained. The Plan Administrator may
use discretion in determining awards under these circumstances.11.
    
    EmploymentThe Plan is not an employment contract, nor is there any intent to confer a right to
employment to a Plan Participant.The Plan does not, in any way, restrict the Companys right to terminate a Participants
employment.12.
    
    Amendment to the PlanThe Committee may amend the Plan at any time. If such an amendment will materially impact
the Participants, they will be notified as soon as practical.13.
    
    Termination of the PlanIf the Plan is terminated, a pro-rated award will be made based on the portion of the plan
year completed and the level of performance attained.14.
    
    TransferabilityA Plan Participant may not sell, pledge, donate or otherwise assign their interest in awards
under the Plan.15.
    
    Legal RequirementsThe Plan will be administered in accordance with all federal, state and local statutory
requirements.
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Lifecore Biomedical
FY 2008 Bonus Plan
Performance Parameters
 Bonus PercentagePerformance Parameter
    
    Threshold
    
    CEO
    
    Officers
    
    MngrsNet Income
    
    $
    
    
    
    
    80
    %
    
    
    10
    %
    
    
    5
    %
    
    
    2
    %90
    %
    
    
    20
    %
    
    
    10
    %
    
    
    5
    %100
    %
    
    
    30
    %
    
    
    20
    %
    
    
    10
    %105
    %
    
    
    35
    %
    
    
    25
    %
    
    
    15
    %110
    %
    
    
    40
    %
    
    
    30
    %
    
    
    20
    %115
    %
    
    
    45
    %
    
    
    35
    %
    
    
    25
    %Net Sales
    
    $
    
    
    
    
    85
    %
    
    
    5
    %
    
    
    3
    %
    
    
    2
    %90
    %
    
    
    10
    %
    
    
    7
    %
    
    
    4
    %95
    %
    
    
    20
    %
    
    
    15
    %
    
    
    8
    %100
    %
    
    
    25
    %
    
    
    19
    %
    
    
    10
    %105
    %
    
    
    30
    %
    
    
    22
    %
    
    
    12
    %110
    %
    
    
    35
    %
    
    
    25
    %
    
    
    15
    %MBOs
    
    Subjective
    
    
    
    
    
    
    0-10
    %
    
    
    0-10
    %
    
    
    0-10
    %
 CEO
    
    Dennis AllinghamOfficers
    
    Dave Noel, Larry Hiebert, 
Kip Thacker, Jim Hall, VP 
Sales-DentalMngrs
    
    [names of non-executive officers have been omitted]
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