Exhibit 10.19

MRS. FIELDS FAMOUS BRANDS, INC.  EMPLOYEE STOCK OPTION PLAN

1.Purpose.

The
purpose of the MRS. FIELDS FAMOUS BRANDS, INC. Employee Stock Option Plan (the "Plan") is to align the interests of officers
and other employees of MRS. FIELDS FAMOUS BRANDS, INC., a Delaware corporation (the "Company"), and its subsidiaries, with those of the
stockholders of the Company; to attract, motivate and retain the best available executive personnel and key employees of the Company and its subsidiaries by permitting them to acquire or increase
their proprietary interest in the Company; and to reward the performance of individual officers and other employees in fulfilling their personal responsibilities for long-range
achievements.

1.Definitions.

The
following terms, as used herein, shall have the following meanings:



2.Administration.

The
Plan shall be administered by the Committee. The Committee shall have the authority, in its sole discretion, subject to and not inconsistent with the express provisions of the Plan,
to administer the Plan and to exercise all the powers and authorities either specifically granted to it under the Plan or necessary or advisable in connection with the administration of the Plan,
including, without limitation, the authority to take the following actions: to grant Awards; to determine the persons to whom and the time or times at which Awards shall be granted; to determine the
type and number of Awards to be granted, the number of shares of Common Stock to which an Award may relate and the terms, conditions, restrictions and performance criteria relating to any Award; to
determine whether, to what extent, and under what circumstances an Award may be settled, cancelled, adjusted, forfeited, exchanged, or surrendered or accelerated or an Option or Options may be
repriced to a lower exercise price; to construe and interpret the Plan and any Award; to prescribe, amend and rescind rules and regulations relating to the Plan; to determine the terms and provisions
of Award Agreements, consistent with the terms and provisions of the Plan; and to make all other determinations deemed necessary or advisable for the administration of the Plan, consistent with the
terms and provisions of the Plan. From and after the Initial Public Offering, the Committee shall consist of two or more persons who are intended to be "disinterested persons" within the meaning of
Rule 16b-3 under the Exchange Act.

3.Eligibility.

Awards
may be granted to officers or other employees of the Company and its subsidiaries in the sole discretion of the Committee. In determining the persons to whom Awards shall be
granted and the type of Award, the Committee shall take into account such factors as the Committee shall deem relevant in connection with accomplishing the purposes of the Plan.

4.Stock Subject to the Plan.



5.Stock Options.

Each
Option granted pursuant to this Section 6 shall be evidenced by an Award Agreement, in such form and containing such terms and conditions as the Committee shall from time to
time approve, which Award Agreement shall comply with and be subject to the following terms and conditions, as applicable. Each Option shall be a Time-Vested Option or an Upside-Vested
Option as determined by the Committee at the time of the grant of the Award and specified in the related Award Agreement.



6.General Provisions.



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