Filed by ConAgra, Inc.
                           Pursuant to Rule 425 under the Securities Act of 1933
                                        and deemed filed pursuant to Rule 14a-12
                                          of the Securities Exchange Act of 1934

                                                 Subject Company:  ConAgra, Inc.
                                                  Commission File Number: 1-7275

                                                                    News Release

ConAgra, Inc.                  For more information, contact: ConAgra:
One ConAgra Drive
Omaha, NE  68102-5001          Chris Klinefelter           Karen Savinski
Phone: (402) 595-4000          Investor Relations          Media Relations
                               402-595-4154                402-595-5392

                               International Home Foods:

                               Craig Steeneck              Mark Semer
                               IHF Chief Financial Officer Roy Winnick
                               973-631-7808                Kekst and Company
                                                           212-521-4802 or
                                                           212-521-4842


                                                           FOR IMMEDIATE RELEASE

CONAGRA TO ACQUIRE INTERNATIONAL HOME FOODS
IN $2.9 BILLION DEAL

OMAHA, Neb., and PARSIPPANY, N.J., June 23, 2000 - ConAgra, Inc. (NYSE:CAG), one
of  the  world's  largest branded foods companies, and International Home Foods,
Inc.  (NYSE:IHF), today announced that ConAgra and International Home Foods have
signed  a  definitive agreement for ConAgra to acquire International Home Foods,
maker of Chef Boyardee pasta products, PAM cooking spray, and Gulden's Mustard.

International  Home Foods shareholders will receive $22 per share, half of which
will be paid in cash and half of which will be paid in ConAgra stock.  The stock
portion of the consideration is subject to adjustment based on the trading price
of  ConAgra  stock  prior to the closing of the transaction.  The transaction is
valued  at approximately $2.9 billion, consisting of the consideration above and
the assumption of $1.3 billion of debt.

Upon  completion  of the acquisition, International Home Foods' brands will join
such   well-known   consumer   names  as  Healthy  Choice,  Butterball,  Orville
Redenbacher,  and  Swiss  Miss  as  part  of  ConAgra's packaged foods business.
ConAgra currently owns some 100 consumer brands, including 27 brands with annual
retail sales of more than $100 million. International Home Foods brings numerous
brands to ConAgra's  portfolio,  six of which  individually have retail sales in
excess of $100 million.

Bruce  Rohde,  ConAgra's chairman and chief executive officer, said, "This is an
excellent  opportunity  for  ConAgra and International Home Foods to combine for
the benefit of both  companies'  shareholders.  ConAgra and  International  Home
Foods  share  an  entrepreneurial  culture  with  a  strong  focus  on  building
profitable brands. This combination offers attainable  synergies,  and we expect
it to be accretive to earnings in year one."

C.  Dean  Metropoulos,  International  Home  Foods  chairman and chief executive
officer, said, "Combining International Home Foods' strong retail portfolio with
ConAgra is a sound business decision that will provide International Home Foods'
brands with further growth  opportunities  and scale. Both of our companies have
produced  strong  financial  results and believe in supporting  and investing in
their  brands,  people  and  customers.  We  expect  this  transaction  to build
substantial  long-term  value for both  ConAgra  and  International  Home  Foods
shareholders."

Commenting on the fit between the two businesses, Rohde said ConAgra's alignment
of  its  resources  by  customer channel and its focus on delivering innovative,
value-added  products to the consumer fits nicely with International Home Foods'
strategy.  He added, "A series of recent strategic acquisitions has made ConAgra
the  second-largest  retail  food  supplier  in  North  America.  We believe the
addition   of   International   Home  Foods'  powerful  product  portfolio  will
immediately  create  value  in the same way the recent acquisitions of Slim Jim,
Parkay, and Egg Beaters have done."

"This is a win-win for the shareholders of both companies. This combination will
create  a  company  with  $28  billion  in  sales,  strong  growth prospects and
attractive operating synergies.  Through Operation Overdrive,  we have increased
operating  efficiencies  and organized our resources in a way that will allow us
to  effectively  integrate  International  Home Foods.  That is why we can offer
International Home Foods shareholders a substantial premium and still target our
long-term trendline of double-digit earnings growth," Rohde said.

The  portion of the acquisition price paid with ConAgra stock will be determined
by dividing $11 by an average of ConAgra stock price for a fixed period prior to
the  closing,  but  will be no more than .61 shares nor less than .50 shares for
each International Home Foods share.

The  acquisition,  which  is  subject  to  approval  by International Home Foods
shareholders,  regulatory  approvals, and other customary closing conditions, is
expected to close in the third quarter of calendar 2000. C. Dean Metropoulos and
certain  investment  partnerships  controlled  by  Hicks,  Muse,  Tate  &  Furst
Incorporated,  holders of an aggregate of approximately 43% of the International
Home  Foods  shares,  have  entered  into  agreements  to vote  for the  merger.
Additional   transaction   details  will  be  disclosed   in   connection   with
International  Home Foods' filing of proxy materials  related to the shareholder
vote.

ConAgra, Inc. is a $25-billion-plus food company, and is North America's largest
foodservice manufacturer and second-largest retail food supplier.

International   Home   Foods,  Inc.  is  a  nationally  prominent  manufacturer,
distributor and marketer of food products.  Its significant  established  brands
include Chef Boyardee pasta products,  PAM cooking spray, and Gulden's  mustard.
International  Home Foods was formed in Nov. 1996 through the acquisition of the
food business of American Home Products by Hicks, Muse, Tate & Furst and C. Dean
Metropoulos & Co., Hicks Muse's exclusive  management  affiliate for investments
in the food and consumer products industries.

Additional Information

Stockholders  of  International Home Foods and other investors are urged to read
the  proxy  statement/prospectus  that  will  be  included  in  the Registration
Statement  on Form  S-4 to be  filed  with  the  U.S.  Securities  and  Exchange
Commission  in  connection  with  the  proposed  merger.   The  proxy statement/
prospectus  will contain important information about ConAgra, International Home
Foods   and  the  acquisition  and  about  persons  soliciting  proxies  in  the
acquisition,  including  officers and directors of International Home Foods, and
their interest in the acquisition.

After  it  is  filed with the SEC, investors may obtain a free copy of the proxy
statement/prospectus   on  the  SEC's  website  (http://www.sec.gov).   A  proxy
statement/prospectus  with  respect  to the  proposed  merger  will also be made
available for free to  International  Home Foods  stockholders by  International
Home Foods and ConAgra.

ConAgra  and  International  Home  Foods also file annual, quarterly and special
reports, proxy statement and other information with the SEC.  Investors may read
and  copy  any reports, statements or other information filed by each company on
the  SEC's  website (http://www.sec.gov) or at the SEC's  public reference rooms
at  450  Fifth  Street  N.W.,  Washington,  D.C.  20549.  Please call the SEC at
1-800-SEC-0330 for further information on public reference rooms.

Note on Forward-Looking Statements

This  press  release  contains  forward-looking  statements that reflect current
views and  estimates  of  ConAgra's  management  and  International  Home Foods'
management  of  future  economic  circumstances,  industry  conditions,  company
performance and financial results.  The statements are based on many assumptions
and factors including availability and prices of raw materials, product pricing,
competitive  environment and related market conditions,  operating efficiencies,
access to capital and actions of governments. Any changes in such assumptions or
factors could produce significantly different results.