STOCK REPURCHASE PLAN AND AGREEMENT

Exhibit 10.34

STOCK REPURCHASE PLAN AND AGREEMENT

     This Stock Repurchase Plan and Agreement (this “ Plan ”) made this            day of            by and between Broker having a place of business at            (“ BROKER ”) and Outdoor Channel Holdings, Inc., a Delaware corporation having a place of business at 43445 Business Park Drive, Suite 103, Temecula, California 92590 (“Purchaser”).

      WHEREAS , Purchaser wishes to enter into this Plan for the purpose of establishing and adopting a written plan for trading securities that complies with the requirements of Rule 10b5-1(c)(1) under the Securities and Exchange Act of 1934, as amended (the “ Exchange Act ”).

      WHEREAS , Purchaser is establishing and adopting this Plan to provide for the orderly repurchase of shares of common stock of Outdoor Channel Holdings, Inc. (the “ Stock ”), which trade on the NASDAQ Global Market under the symbol “OUTD”; and

      WHEREAS , subject to the terms and conditions herein, BROKER shall act as agent on behalf of Purchaser in connection with this Plan.

      NOW THEREFORE , the parties hereto agree as follows:

A.   Purchaser’s Representations, Warranties and Covenants . Purchaser hereby represents and warrants to and agrees with BROKER as follows:

     1. Purchaser is entering into this Plan in good faith and not as part of a plan or scheme to evade compliance with the federal securities laws, including the provisions of Rule 10b5-1(c)(1)(ii). Subject to Purchaser’s right to terminate this Plan, Purchaser shall not alter, modify or deviate from the terms of this Plan while aware of any material non-public information with respect to itself or its securities.

     2. While this Plan is in effect, Purchaser shall not make any purchase of Stock or otherwise enter into or alter any corresponding or hedging transaction or position in the Stock, except for purchases of Stock by BROKER pursuant to this Plan.

     3. Purchaser acknowledges and agrees that the execution and delivery of this Plan by Purchaser and the transactions contemplated by this Plan will not contravene applicable law or any material agreement or other instrument binding on Purchaser or any judgment, order or decree of any governmental body, agency or court having jurisdiction over Purchaser. The transactions to be made by BROKER for the account of Purchaser pursuant to this Plan will not violate Purchaser’s insider trading policies.

     4. Purchaser agrees to notify BROKER orally or in writing at the addresses and facsimile numbers set forth in paragraph E.4 hereof as soon as practicable after Purchaser has knowledge of any material pending or threatened legal, contractual or regulatory restriction that would restrict, limit or prohibit the purchase of Stock pursuant to this Plan. Such notice shall indicate, to the extent then known by Purchaser, the anticipated onset and duration of the restriction, but

shall not include any other information about the nature of the restriction or its applicability to Purchaser or Purchaser’s affiliates and shall not in any way communicate any material nonpublic information about the Purchaser or its securities to BROKER. Any such notice received by BROKER from Purchaser shall operate to, as indicated in such notice, suspend, amend or terminate this Plan.

     5. Purchaser understands that BROKER may from time to time not be able to effect purchases of the Stock under the Plan due to market conditions or legal, regulatory or contractual restrictions applicable to BROKER.

     6. Purchaser agrees that it shall not, directly or indirectly, communicate any material non-public information relating to itself or its securities to any employee of BROKER or its affiliates who is involved, directly or indirectly, in executing this Plan at any time while this Plan is in effect.

     7. Purchaser agrees that, while this Plan is in effect, it shall comply with all laws, rules and regulations applicable in connection with the execution of this Plan and the transactions contemplated hereby.

     8. Purchaser acknowledges and agrees that, while this Plan is in effect, Purchaser does not have, and shall not attempt to exercise, directly or indirectly, any influence over how, when or whether to effect purchases of Stock pursuant to this Plan.

B.   Implementation of the Plan

     1. BROKER may purchase up to $             of shares of Stock (the “ Purchase Amount ”) on the terms as set forth on Exhibit A hereto. BROKER shall commence purchases under this Plan on             and may effect such purchases on any day that the principal market on which the Stock trades is open (each such a potential “ Trading Day ”) under the ordinary principles of best execution with no shares to be purchased during the term of this Plan other than in accordance with the guidelines and provisions set forth herein.

     2.  Broker’s Execution . It is understood and agreed that the acceptance of Purchaser’s orders herein by BROKER does not constitute a guarantee or other assurance of any kind that purchases of Stock can or will be made at any particular price on any Trading Day. BROKER shall make purchases under this Plan under ordinary principles of best execution. BROKER will not be liable for any failure to purchase Stock, or to purchase Stock at any particular price, on any Trading Day, so long as it exercises reasonable efforts in good faith to execute this Plan in accordance with its terms. BROKER will comply with all applicable laws, rules and regulations in its execution of the Plan.

     3.  Stock Splits, etc. This Plan shall be adjusted automatically on a proportionate basis to take into account any stock split, reverse stock split or stock dividend with respect to the Stock or any similar transaction with respect to the Stock that occurs during this Plan.

     4.  Rule 10b-18 . Each of Purchaser and BROKER agrees to comply with Rule 10b-18 under the Exchange Act in effecting any purchase of Stock pursuant to this Plan. Specifically,

BROKER will comply with the timing and volume restrictions of Rule 10b-18, provided that the purchases made herein are the only purchases subject to such volume calculation.

     5.  Recapitalizations . If a merger, acquisition or similar transaction involving a recapitalization of the Company is announced (a “ Recapitalization Transaction ”), Purchaser shall provide BROKER with actual notice of such an event (each, a “ Recapitalization Notice ”). Such Recapitalization Notice shall include either (i) a request to cease all purchases of Stock pursuant to this Plan, or (ii) a request to continue Purchasers of Stock pursuant to this Plan and providing facts establishing either (a) or (b) below: