content: <PAGE>   1
  As filed with the Securities and Exchange Commission on December 24, 1997
                                                    Registration No. 333-_________
  ================================================================================
  
                                      FORM S-8
                               REGISTRATION STATEMENT
                          UNDER THE SECURITIES ACT OF 1933
  
                           INTERNATIONAL HOME FOODS, INC.
               (Exact name of registrant as specified in its charter)
  
           DELAWARE                                              13-3377322
  (State or other jurisdiction of                              (I.R.S. Employer
  incorporation or organization)                              Identification No.)
  
                                1633 LITTLETON ROAD
                            PARSIPPANY, NEW JERSEY 07054
                   (Address, including ZIP code, of registrant's
                            principal executive offices)
  
  
               INTERNATIONAL HOME FOODS, INC. 1997 STOCK OPTION PLAN
                             (Full title of the plans)
  
  
                                C. DEAN METROPOULOS
                 CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER
                           INTERNATIONAL HOME FOODS, INC.
                                1633 LITTLETON ROAD
                            PARSIPPANY, NEW JERSEY 07054
             (Name, address, including ZIP code, of agent for service)
  
                                    201-359-9920
      (Telephone number, including area code, of agent for service of process)
  
                                      Copy to:
  
                                  JAMES A. KRAUSE
                               VINSON & ELKINS L.L.P.
                             3700 TRAMMELL CROW CENTER
                                  2001 ROSS AVENUE
                                DALLAS, TEXAS  75201
  
  
                          CALCULATION OF REGISTRATION FEE
  <TABLE>
  <CAPTION>
  ==================================================================================================================
                                                         Proposed                Proposed
               Title of                                   maximum                maximum
              securities          Amount to be        offering price            aggregate              Amount of
           to be registered        registered          per share (1)        offering price (1)     registration fee
  ------------------------------------------------------------------------------------------------------------------
             <S>                <C>                     <C>                    <C>                    <C>
             Common Stock       8,444,021 Shares        $75,237,042            $75,237,042            $22,194.93
  ==================================================================================================================
  </TABLE>
  
  (1)      Estimated solely for the purpose of calculating the registration fee
           in accordance with Rule 457(h), using the exercise price with respect
           to 7,549,102 shares subject to options which have been granted and
           using the average of the high and low prices for the Common Stock on
           December 22, 1997, as reported on the New York Stock Exchange, with
           respect to 894,919 shares.
  
  ================================================================================
  <PAGE>   2
                                       PART I
  
                INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS
  
           The documents containing the information called for in Part I of Form
  S-8 will be provided to participants in the 1997 Stock Option Plan of
  International Home Foods, Inc. (the "Company" or the "Registrant") with respect
  to which this registration statement relates.  Such information is not being
  filed with or included in this registration statement in accordance with the
  rules and regulations of the Securities and Exchange Commission (the
  "Commission").
  
  
                                      PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  
  ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE
  
           The following documents, which have been filed with the Commission by
  the Company, are hereby incorporated by reference into this registration
  statement on Form S-8 (this "Registration Statement").
  
           (a)     Prospectus, dated November 18, 1997, filed pursuant to Rule
                   424(b) of the Rules and Regulations of the Commission under
                   the Securities Act of 1933, as amended (the "Securities Act"),
                   on November 19, 1997;
  
           (b)     Quarterly Report on Form 10-Q for the quarterly period ended
                   March 31, 1997, filed pursuant to Rule 15d-13 of the Rules and
                   Regulations of the Commission under the Exchange Act;
  
           (c)     Quarterly Report on Form 10-Q for the quarterly period ended
                   June 30, 1997, filed pursuant to Rule 15d-13 of the Rules and
                   Regulations of the Commission under the Exchange Act;
  
           (d)     Quarterly Report on Form 10-Q for the quarterly period ended
                   September 30, 1997, filed pursuant to Rule 15d-13 of the Rules
                   and Regulations of the Commission under the Exchange Act; and
  
           (e)     The description of the Company's common stock, par value $.01
                   per share, contained in Item 1 of the registration statement
                   on Form 8-A filed with the Commission on October 27, 1997.
  
           All documents subsequently filed by the Company pursuant to Sections
  13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, as amended
  (the "Exchange Act"), after the date of this Registration Statement and before
  the filing of a post-effective amendment to this Registration Statement which
  indicates that all shares of Common Stock offered hereunder have been sold or
  that deregisters all such shares then remaining unsold shall be deemed to be
  incorporated herein by reference and to be a part hereof from the date of
  filing of such documents.
  
  
  ITEM 4.  DESCRIPTION OF SECURITIES
  
           Not applicable.
  
  ITEM 5.  INTEREST OF NAMED EXPERTS AND COUNSEL
  
           Not applicable.
  
  
  
  
  
                                         2
  <PAGE>   3
  ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS
  
           Article Ten of the Amended and Restated Certificate of Incorporation
  of the Registrant provides that the Registrant shall indemnify its officers and
  directors to the maximum extent allowed by the Delaware General Corporation
  Law.  Pursuant to Section 145 of the Delaware General Corporation Law, the
  Registrant generally has the power to indemnify its current and former
  directors against expenses and liabilities incurred by them in connection with
  any suit to which they are, or are threatened to be made, a party by reason of
  their serving in those positions so long as they acted in good faith and in a
  manner they reasonably believed to be in, or not opposed to, the best interest
  of the Registrant, and with respect to any criminal action, so long as they had
  no reasonable cause to believe their conduct was unlawful.  With respect to
  suits by or in the right of the Registrant, however, indemnification is
  generally limited to attorneys' fees and other expenses and is not available if
  the person is adjudged to be liable to the Registrant, unless the court
  determines that indemnification is appropriate.  The statute expressly provides
  that the power to indemnify authorized thereby is not exclusive of any rights
  granted under any bylaw, agreement, vote of stockholders or disinterested
  directors, or otherwise.  The Registrant also has the power to purchase and
  maintain insurance for its directors and officers and has purchased a policy
  providing such insurance.
  
           The preceding discussion of the Registrant's Amended and Restated
  Certificate of Incorporation and Section 145 of the Delaware General
  Corporation Law is not intended to be exhaustive and is qualified in its
  entirety by the Amended and Restated Certificate of Incorporation and Section
  145 of the Delaware General Corporation Law.
  
           The Registrant has entered into indemnification agreements with the
  Registrant's directors and officers.  Pursuant to such agreements, the
  Registrant will, to the extent permitted by applicable law, indemnify such
  persons against all expenses, judgments, fines and penalties incurred in
  connection with the defense or settlement of any actions brought against them
  by reason of the fact that they were directors or officers of the Registrant or
  assumed certain responsibilities at the direction of the Registrant.
  
           The form of Underwriting Agreement included as Exhibit 1.1 to the
  Registrant's registration statement on Form S-1 filed under the Securities Act
  on September 24, 1997 (Commission File No. 333-36249) provides for
  indemnification of the Registrant and certain controlling persons under certain
  circumstances, including indemnification for liabilities under the Securities
  Act.
  
  ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED
  
           Not applicable.
  
  ITEM 8.  EXHIBITS
  
           4.1     Amended and Restated Certificate of Incorporation of the
                   Company (incorporated by reference to Exhibit 3.1 of the
                   Company's registration statement on Form S-1, Commission File
                   No. 333-36249).
  
           4.2     Amended and Restated Bylaws of the Company (incorporated by
                   reference to Exhibit 3.2 of the Company's registration
                   statement on Form S-1, Commission File No. 333-36249).
  
           5*      Opinion of Vinson & Elkins L.L.P.
  
           23.1*   Consent of Coopers & Lybrand L.L.P., Independent Accountants.
  
           23.2*   Consent of Arthur Andersen LLP, Independent Public
                   Accountants.
  
           23.3*   Consent of KPMG Peat Marwick LLP, Independent Auditors.
  
           23.4    Consent of Vinson & Elkins L.L.P. (included in Exhibit 5).
  
  
  
  
  
                                         3
  <PAGE>   4
           24      Power of Attorney of officers and directors of the Company
                   (included on signature page).
  
           99.1    International Home Foods, Inc. 1997 Stock Option Plan
                   (incorporated by reference to Exhibit 10.3 of the Company's
                   registration statement on Form S-1, Commission File No.
                   333-36249).
  
  ITEM 9.  UNDERTAKINGS
  
           (a)     The undersigned registrant hereby undertakes:
  
                   1.       To file, during any period in which offers or sales
  are being made, a post-effective amendment to this Registration Statement:
  
                            (i)     To include any prospectus required by Section
           10(a)(3) of the Securities Act;
  
                            (ii)    To reflect in the prospectus any facts or
           events arising after the effective date of the Registration Statement
           (or the most recent post-effective amendment thereof) which,
           individually or in the aggregate, represent a fundamental change in
           the information set forth in the Registration Statement;
  
                            (iii)   To include any material information with
           respect to the plan of distribution not previously disclosed in the
           Registration Statement or any material change to such information in
           the Registration Statement;
  
  provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
  information required to be included in a post-effective amendment by those
  paragraphs is contained in periodic reports filed by the registrant pursuant to
  Section 13 or Section 15(d) of the Exchange Act that are incorporated by
  reference in the Registration Statement.
  
                   2.       That, for any purpose of determining any liability
  under the Securities Act, each such post- effective amendment shall be deemed
  to be a new registration statement relating to the securities offered therein,
  and the offering of such securities at that time shall be deemed to be the
  initial bona fide offering thereof.
  
                   3.       To remove from registration by means of a
  post-effective amendment any of the securities being registered which remain
  unsold at the termination of the offering.
  
           (b)     The undersigned registrant hereby undertakes that, for
  purposes of determining any liability under the Securities Act, each filing of
  the Registrant's annual report pursuant to Section 13(a) or Section 15(d) of
  the Exchange Act (and, where applicable, each filing of an employee benefit
  plan's annual report pursuant to Section 15(d) of the Exchange Act) that is
  incorporated by reference in the Registration Statement shall be deemed to be a
  new Registration Statement relating to the securities offered therein, and the
  offering of such securities at that time shall be deemed to be the initial bona
  fide offering thereof.
  
           (c)     Insofar as indemnification for liabilities arising under the
  Securities Act may be permitted to directors, officers and controlling persons
  of the Registrant pursuant to the foregoing provisions, or otherwise, the
  Registrant has been advised that in the opinion of the Securities and Exchange
  Commission such indemnification is against public policy as expressed in the
  Securities Act and is, therefore, unenforceable.  In the event that a claim for
  indemnification against such liabilities (other than the payment by the
  registrant of expenses incurred or paid by a director, officer, or controlling
  person of the Registrant in the successful defense of any action, suit or
  proceeding) is asserted by such director, officer or controlling person in
  connection with the securities being registered, the Registrant will, unless in
  the opinion of its counsel the matter has been settled by controlling
  precedent, submit to a court of appropriate jurisdiction the question whether
  such indemnification by it is against public policy as expressed in the
  Securities Act and will be governed by the final adjudication of such issue.
  
  
  
  
  
                                         4
  <PAGE>   5
                                     SIGNATURES
  
           Pursuant to the requirements of the Securities Act, the Registrant
  certifies that it has reasonable grounds to believe that it meets all of the
  requirements for filing on Form S-8 and has duly caused this Registration
  Statement to be signed on its behalf by the undersigned, thereunto duly
  authorized, in the City of Parsippany, State of New Jersey, on December 22,
  1997.
  
  
                                          INTERNATIONAL HOME FOODS, INC.
                                          (Registrant)
  
  
  
                                          By: /s/ C. Dean Metropoulos
                                             ----------------------------
                                             C. Dean Metropoulos
                                             Chairman of the Board and
                                             Chief Executive Officer
  
  
           Pursuant to the requirements of the Securities Act, this Registration
  Statement has been signed by the following persons in the capacities and on the
  dates indicated.  Each person whose signature appears below hereby authorizes
  and appoints each of C. Dean Metropoulos, Alan B. Menkes and N. Michael Dion as
  his attorney-in-fact to sign on his behalf individually and in the capacity
  stated below all amendments and post-effective amendments to this Registration
  Statement as that attorney-in-fact may deem necessary or appropriate.
  
  <TABLE>
  <CAPTION>
                    SIGNATURE                               CAPACITY                          DATE
                    ---------                               --------                          ----
   <S>                                           <C>                                   <C>
   /s/ C. Dean Metropoulos                       Chairman of the Board and              December 4, 1997
   -------------------------------------------   Chief Executive Officer                                
               C. Dean Metropoulos               (Principal Executive    
                                                 Officer)                
                                                                         
  
   /s/ N. Michael Dion                           Chief Financial Officer                December 22, 1997
   -------------------------------------------   (Principal Financial and                                
                 N. Michael Dion                 Accounting Officer)     
                                                 
  
                                                 Director                              December ___, 1997
   -------------------------------------------                                                           
                 L. Hollis Jones
  
   /s/ Thomas O. Hicks                           Director                               December 22, 1997
   -------------------------------------------                                                           
                 Thomas O. Hicks
  
                                                 Director                              December ___, 1997
   -------------------------------------------                                                           
                 Charles W. Tate
  
                                                 Director                              December ___, 1997
   -------------------------------------------                                                           
                  Alan B. Menkes
  
   /s/ Michael J. Levitt                         Director                               December 4, 1997
   -------------------------------------------                                                          
                Michael J. Levitt
  
   /s/ M. L. Lowenkron                           Director                               December 22, 1997
   -------------------------------------------                                                           
                 M. L. Lowenkron
  
   /s/ Roger T. Staubach                         Director                               December 22, 1997
   -------------------------------------------                                                           
                Roger T. Staubach
  </TABLE>
  
  
  
  
  
                                         5
  <PAGE>   6
                                   EXHIBIT INDEX
  
  
  <TABLE>
  <CAPTION>
                                                                                                  SEQUENTIALLY
      EXHIBIT                                                                                       NUMBERED
        NO.                                  DESCRIPTION OF EXHIBITS                                  PAGE     
   ------------   ----------------------------------------------------------------------------   --------------
      <S>         <C> 
      4.1    --   Amended   and  Restated   Certificate  of   Incorporation  of   the  Company
                  (incorporated  by reference  to Exhibit  3.1  of the  Company's registration
                  statement on Form S-1, Commission File No. 333-36249).
  
      4.2    --   Amended and  Restated Bylaws  of the Company (incorporated  by reference  to
                  Exhibit 3.2 of the Company's registration statement on Form S-1,  Commission
                  File No. 333-36249).
  
      5*     --   Opinion of Vinson & Elkins L.L.P.
  
      23.1*  --   Consent of Coopers & Lybrand L.L.P., Independent Accountants.
  
      23.2*  --   Consent of Arthur Andersen LLP, Independent Public Accountants.
  
      23.3*  --   Consent of KPMG Peat Marwick LLP, Independent Auditors.
  
      23.4   --   Consent of Vinson & Elkins L.L.P. (included in Exhibit 5).
  
      24     --   Power of  Attorney of  officers and  directors of  the Company  (included on
                  signature page).
  
      99.1   --   International  Home  Foods, Inc.  1997 Stock  Option  Plan  (incorporated by
                  reference  to Exhibit 10.3  of the Company's registration  statement on Form
                  S-1, Commission File No. 333-36249).
  </TABLE>
  
  _________________________
  *  Filed herewith.
  
  
  
  
  
                                         6
metadata_documents: [{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 20337}]
metadata_filer: {"company-data": {"conformed-name": "INTERNATIONAL HOME FOODS INC", "cik": "0001027881", "assigned-sic": "2030", "irs-number": "133377322", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-43297", "film-number": "97744599"}, "business-address": {"street1": "1633 LITTLETON RD", "city": "PARSIPPANY", "state": "NJ", "zip": "07054", "phone": "2016605000"}, "mail-address": {"street1": "1633 LITTLETON RD", "city": "PARSIPPANY", "state": "NJ", "zip": "07054"}}
text: 1
  As filed with the Securities and Exchange Commission on December 24, 1997
                                                    Registration No. 333-_________
  ================================================================================
  
                                      FORM S-8
                               REGISTRATION STATEMENT
                          UNDER THE SECURITIES ACT OF 1933
  
                           INTERNATIONAL HOME FOODS, INC.
               (Exact name of registrant as specified in its charter)
  
           DELAWARE                                              13-3377322
  (State or other jurisdiction of                              (I.R.S. Employer
  incorporation or organization)                              Identification No.)
  
                                1633 LITTLETON ROAD
                            PARSIPPANY, NEW JERSEY 07054
                   (Address, including ZIP code, of registrant's
                            principal executive offices)
  
               INTERNATIONAL HOME FOODS, INC. 1997 STOCK OPTION PLAN
                             (Full title of the plans)
  
                                C. DEAN METROPOULOS
                 CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER
                           INTERNATIONAL HOME FOODS, INC.
                                1633 LITTLETON ROAD
                            PARSIPPANY, NEW JERSEY 07054
             (Name, address, including ZIP code, of agent for service)
  
                                    201-359-9920
      (Telephone number, including area code, of agent for service of process)
  
                                      Copy to:
  
                                  JAMES A. KRAUSE
                               VINSON & ELKINS L.L.P.
                             3700 TRAMMELL CROW CENTER
                                  2001 ROSS AVENUE
                                DALLAS, TEXAS  75201
  
                          CALCULATION OF REGISTRATION FEE
  ==================================================================================================================
                                                         Proposed                Proposed
               Title of                                   maximum                maximum
              securities          Amount to be        offering price            aggregate              Amount of
           to be registered        registered          per share (1)        offering price (1)     registration fee
  ------------------------------------------------------------------------------------------------------------------
  Common Stock       8,444,021 Shares        $75,237,042            $75,237,042            $22,194.93
  ==================================================================================================================
  (1)      Estimated solely for the purpose of calculating the registration fee
           in accordance with Rule 457(h), using the exercise price with respect
           to 7,549,102 shares subject to options which have been granted and
           using the average of the high and low prices for the Common Stock on
           December 22, 1997, as reported on the New York Stock Exchange, with
           respect to 894,919 shares.
  
  ================================================================================
  2
                                       PART I
  
                INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS
  
           The documents containing the information called for in Part I of Form
  S-8 will be provided to participants in the 1997 Stock Option Plan of
  International Home Foods, Inc. (the "Company" or the "Registrant") with respect
  to which this registration statement relates.  Such information is not being
  filed with or included in this registration statement in accordance with the
  rules and regulations of the Securities and Exchange Commission (the
  "Commission").
  
                                      PART II
  
                 INFORMATION REQUIRED IN THE REGISTRATION STATEMENT
  
  ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE
  
           The following documents, which have been filed with the Commission by
  the Company, are hereby incorporated by reference into this registration
  statement on Form S-8 (this "Registration Statement").
  
           (a)     Prospectus, dated November 18, 1997, filed pursuant to Rule
                   424(b) of the Rules and Regulations of the Commission under
                   the Securities Act of 1933, as amended (the "Securities Act"),
                   on November 19, 1997;
  
           (b)     Quarterly Report on Form 10-Q for the quarterly period ended
                   March 31, 1997, filed pursuant to Rule 15d-13 of the Rules and
                   Regulations of the Commission under the Exchange Act;
  
           (c)     Quarterly Report on Form 10-Q for the quarterly period ended
                   June 30, 1997, filed pursuant to Rule 15d-13 of the Rules and
                   Regulations of the Commission under the Exchange Act;
  
           (d)     Quarterly Report on Form 10-Q for the quarterly period ended
                   September 30, 1997, filed pursuant to Rule 15d-13 of the Rules
                   and Regulations of the Commission under the Exchange Act; and
  
           (e)     The description of the Company's common stock, par value $.01
                   per share, contained in Item 1 of the registration statement
                   on Form 8-A filed with the Commission on October 27, 1997.
  
           All documents subsequently filed by the Company pursuant to Sections
  13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934, as amended
  (the "Exchange Act"), after the date of this Registration Statement and before
  the filing of a post-effective amendment to this Registration Statement which
  indicates that all shares of Common Stock offered hereunder have been sold or
  that deregisters all such shares then remaining unsold shall be deemed to be
  incorporated herein by reference and to be a part hereof from the date of
  filing of such documents.
  
  ITEM 4.  DESCRIPTION OF SECURITIES
  
           Not applicable.
  
  ITEM 5.  INTEREST OF NAMED EXPERTS AND COUNSEL
  
           Not applicable.
  
                                         2
  3
  ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS
  
           Article Ten of the Amended and Restated Certificate of Incorporation
  of the Registrant provides that the Registrant shall indemnify its officers and
  directors to the maximum extent allowed by the Delaware General Corporation
  Law.  Pursuant to Section 145 of the Delaware General Corporation Law, the
  Registrant generally has the power to indemnify its current and former
  directors against expenses and liabilities incurred by them in connection with
  any suit to which they are, or are threatened to be made, a party by reason of
  their serving in those positions so long as they acted in good faith and in a
  manner they reasonably believed to be in, or not opposed to, the best interest
  of the Registrant, and with respect to any criminal action, so long as they had
  no reasonable cause to believe their conduct was unlawful.  With respect to
  suits by or in the right of the Registrant, however, indemnification is
  generally limited to attorneys' fees and other expenses and is not available if
  the person is adjudged to be liable to the Registrant, unless the court
  determines that indemnification is appropriate.  The statute expressly provides
  that the power to indemnify authorized thereby is not exclusive of any rights
  granted under any bylaw, agreement, vote of stockholders or disinterested
  directors, or otherwise.  The Registrant also has the power to purchase and
  maintain insurance for its directors and officers and has purchased a policy
  providing such insurance.
  
           The preceding discussion of the Registrant's Amended and Restated
  Certificate of Incorporation and Section 145 of the Delaware General
  Corporation Law is not intended to be exhaustive and is qualified in its
  entirety by the Amended and Restated Certificate of Incorporation and Section
  145 of the Delaware General Corporation Law.
  
           The Registrant has entered into indemnification agreements with the
  Registrant's directors and officers.  Pursuant to such agreements, the
  Registrant will, to the extent permitted by applicable law, indemnify such
  persons against all expenses, judgments, fines and penalties incurred in
  connection with the defense or settlement of any actions brought against them
  by reason of the fact that they were directors or officers of the Registrant or
  assumed certain responsibilities at the direction of the Registrant.
  
           The form of Underwriting Agreement included as Exhibit 1.1 to the
  Registrant's registration statement on Form S-1 filed under the Securities Act
  on September 24, 1997 (Commission File No. 333-36249) provides for
  indemnification of the Registrant and certain controlling persons under certain
  circumstances, including indemnification for liabilities under the Securities
  Act.
  
  ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED
  
           Not applicable.
  
  ITEM 8.  EXHIBITS
  
           4.1     Amended and Restated Certificate of Incorporation of the
                   Company (incorporated by reference to Exhibit 3.1 of the
                   Company's registration statement on Form S-1, Commission File
                   No. 333-36249).
  
           4.2     Amended and Restated Bylaws of the Company (incorporated by
                   reference to Exhibit 3.2 of the Company's registration
                   statement on Form S-1, Commission File No. 333-36249).
  
           5*      Opinion of Vinson & Elkins L.L.P.
  
           23.1*   Consent of Coopers & Lybrand L.L.P., Independent Accountants.
  
           23.2*   Consent of Arthur Andersen LLP, Independent Public
                   Accountants.
  
           23.3*   Consent of KPMG Peat Marwick LLP, Independent Auditors.
  
           23.4    Consent of Vinson & Elkins L.L.P. (included in Exhibit 5).
  
                                         3
  4
           24      Power of Attorney of officers and directors of the Company
                   (included on signature page).
  
           99.1    International Home Foods, Inc. 1997 Stock Option Plan
                   (incorporated by reference to Exhibit 10.3 of the Company's
                   registration statement on Form S-1, Commission File No.
                   333-36249).
  
  ITEM 9.  UNDERTAKINGS
  
           (a)     The undersigned registrant hereby undertakes:
  
                   1.       To file, during any period in which offers or sales
  are being made, a post-effective amendment to this Registration Statement:
  
                            (i)     To include any prospectus required by Section
           10(a)(3) of the Securities Act;
  
                            (ii)    To reflect in the prospectus any facts or
           events arising after the effective date of the Registration Statement
           (or the most recent post-effective amendment thereof) which,
           individually or in the aggregate, represent a fundamental change in
           the information set forth in the Registration Statement;
  
                            (iii)   To include any material information with
           respect to the plan of distribution not previously disclosed in the
           Registration Statement or any material change to such information in
           the Registration Statement;
  
  provided, however, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if the
  information required to be included in a post-effective amendment by those
  paragraphs is contained in periodic reports filed by the registrant pursuant to
  Section 13 or Section 15(d) of the Exchange Act that are incorporated by
  reference in the Registration Statement.
  
                   2.       That, for any purpose of determining any liability
  under the Securities Act, each such post- effective amendment shall be deemed
  to be a new registration statement relating to the securities offered therein,
  and the offering of such securities at that time shall be deemed to be the
  initial bona fide offering thereof.
  
                   3.       To remove from registration by means of a
  post-effective amendment any of the securities being registered which remain
  unsold at the termination of the offering.
  
           (b)     The undersigned registrant hereby undertakes that, for
  purposes of determining any liability under the Securities Act, each filing of
  the Registrant's annual report pursuant to Section 13(a) or Section 15(d) of
  the Exchange Act (and, where applicable, each filing of an employee benefit
  plan's annual report pursuant to Section 15(d) of the Exchange Act) that is
  incorporated by reference in the Registration Statement shall be deemed to be a
  new Registration Statement relating to the securities offered therein, and the
  offering of such securities at that time shall be deemed to be the initial bona
  fide offering thereof.
  
           (c)     Insofar as indemnification for liabilities arising under the
  Securities Act may be permitted to directors, officers and controlling persons
  of the Registrant pursuant to the foregoing provisions, or otherwise, the
  Registrant has been advised that in the opinion of the Securities and Exchange
  Commission such indemnification is against public policy as expressed in the
  Securities Act and is, therefore, unenforceable.  In the event that a claim for
  indemnification against such liabilities (other than the payment by the
  registrant of expenses incurred or paid by a director, officer, or controlling
  person of the Registrant in the successful defense of any action, suit or
  proceeding) is asserted by such director, officer or controlling person in
  connection with the securities being registered, the Registrant will, unless in
  the opinion of its counsel the matter has been settled by controlling
  precedent, submit to a court of appropriate jurisdiction the question whether
  such indemnification by it is against public policy as expressed in the
  Securities Act and will be governed by the final adjudication of such issue.
  
                                         4
  5
                                     SIGNATURES
  
           Pursuant to the requirements of the Securities Act, the Registrant
  certifies that it has reasonable grounds to believe that it meets all of the
  requirements for filing on Form S-8 and has duly caused this Registration
  Statement to be signed on its behalf by the undersigned, thereunto duly
  authorized, in the City of Parsippany, State of New Jersey, on December 22,
  1997.
  
                                          INTERNATIONAL HOME FOODS, INC.
                                          (Registrant)
  
                                          By: /s/ C. Dean Metropoulos
                                             ----------------------------
                                             C. Dean Metropoulos
                                             Chairman of the Board and
                                             Chief Executive Officer
  
           Pursuant to the requirements of the Securities Act, this Registration
  Statement has been signed by the following persons in the capacities and on the
  dates indicated.  Each person whose signature appears below hereby authorizes
  and appoints each of C. Dean Metropoulos, Alan B. Menkes and N. Michael Dion as
  his attorney-in-fact to sign on his behalf individually and in the capacity
  stated below all amendments and post-effective amendments to this Registration
  Statement as that attorney-in-fact may deem necessary or appropriate.
  SIGNATURE                               CAPACITY                          DATE
                    ---------                               --------                          ----
  /s/ C. Dean Metropoulos                       Chairman of the Board and              December 4, 1997
   -------------------------------------------   Chief Executive Officer                                
               C. Dean Metropoulos               (Principal Executive    
                                                 Officer)                
                                                                         
  
   /s/ N. Michael Dion                           Chief Financial Officer                December 22, 1997
   -------------------------------------------   (Principal Financial and                                
                 N. Michael Dion                 Accounting Officer)     
                                                 
  
                                                 Director                              December ___, 1997
   -------------------------------------------                                                           
                 L. Hollis Jones
  
   /s/ Thomas O. Hicks                           Director                               December 22, 1997
   -------------------------------------------                                                           
                 Thomas O. Hicks
  
                                                 Director                              December ___, 1997
   -------------------------------------------                                                           
                 Charles W. Tate
  
                                                 Director                              December ___, 1997
   -------------------------------------------                                                           
                  Alan B. Menkes
  
   /s/ Michael J. Levitt                         Director                               December 4, 1997
   -------------------------------------------                                                          
                Michael J. Levitt
  
   /s/ M. L. Lowenkron                           Director                               December 22, 1997
   -------------------------------------------                                                           
                 M. L. Lowenkron
  
   /s/ Roger T. Staubach                         Director                               December 22, 1997
   -------------------------------------------                                                           
                Roger T. Staubach
  5
  6
                                   EXHIBIT INDEX
  SEQUENTIALLY
      EXHIBIT                                                                                       NUMBERED
        NO.                                  DESCRIPTION OF EXHIBITS                                  PAGE     
   ------------   ----------------------------------------------------------------------------   --------------
  4.1    --   Amended   and  Restated   Certificate  of   Incorporation  of   the  Company
                  (incorporated  by reference  to Exhibit  3.1  of the  Company's registration
                  statement on Form S-1, Commission File No. 333-36249).
  
      4.2    --   Amended and  Restated Bylaws  of the Company (incorporated  by reference  to
                  Exhibit 3.2 of the Company's registration statement on Form S-1,  Commission
                  File No. 333-36249).
  
      5*     --   Opinion of Vinson & Elkins L.L.P.
  
      23.1*  --   Consent of Coopers & Lybrand L.L.P., Independent Accountants.
  
      23.2*  --   Consent of Arthur Andersen LLP, Independent Public Accountants.
  
      23.3*  --   Consent of KPMG Peat Marwick LLP, Independent Auditors.
  
      23.4   --   Consent of Vinson & Elkins L.L.P. (included in Exhibit 5).
  
      24     --   Power of  Attorney of  officers and  directors of  the Company  (included on
                  signature page).
  
      99.1   --   International  Home  Foods, Inc.  1997 Stock  Option  Plan  (incorporated by
                  reference  to Exhibit 10.3  of the Company's registration  statement on Form
                  S-1, Commission File No. 333-36249).
  _________________________
  *  Filed herewith.
  
                                         6