SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                             ----------------------

                                    FORM 8-K

                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the

                         Securities Exchange Act of 1934


                               September 5, 2000
                Date of Report (Date of earliest event reported)


                                  ConAgra, Inc.
             (Exact name of registrant as specified in its charter)


   Delaware                          1-7275                    47-0248710
(State or other                    (Commission                (IRS Employer
jurisdiction of                    File Number)             Identification No.)
 incorporation)


   One ConAgra Drive, Omaha, Nebraska                          68102-5001
   (Address of principal executive offices)                    (Zip Code)

               Registrant's telephone number, including area code
                                 (402) 595-4000





Item 5.  Other Events.

         On  August  24,  2000,  ConAgra,  Inc.,  a  Delaware  corporation,  and
International  Home Foods,  Inc., a Delaware  corporation,  consummated a merger
whereby  International Home Foods merged with and into a wholly owned subsidiary
of ConAgra  pursuant  to an  Agreement  and Plan of Merger  dated as of June 22,
2000.

         ConAgra filed a Current  Report on Form 8-K dated August 24, 2000 which
included the unaudited pro forma  information  giving effect to the merger under
the  purchase method of accounting, based upon the period presented by ConAgra's
then  filed  financial statements, including ConAgra's fiscal year ended May 30,
1999, the period required by Item 7 of Form 8-K.  ConAgra subsequently filed its
Form  10-K  for  the  fiscal  year ended May 28, 2000 and is filing this Current
Report  on  Form  8-K  with  additional  unaudited  pro forma combined condensed
financial  statements, attached hereto as Exhibit 99.1, which give effect to the
merger  based  upon  the  period  presented, ConAgra's fiscal year ended May 28,
2000.

Item 7.  Financial Statements and Exhibits.

         99.1     Pro forma financial information.









                                    SIGNATURE

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                         CONAGRA, INC.

September 5, 2000
                                         By: /s/ James P. O'Donnell
                                         Name:  James P. O'Donnell
                                         Title:     Executive Vice President,
                                                    Chief Financial Officer
                                                    and Corporate Secretary





                                  EXHIBIT INDEX


Exhibit                 Description                                         Page

 99.1     Pro forma financial information ...................................