<PAGE>



    As filed with the Securities and Exchange Commission on December 21, 2001

                                                           Registration No. 333-

================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

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

                               ARAMARK CORPORATION
             (Exact name of Registrant as specified in its charter)

             Delaware                                   23-3086414
(State or other jurisdiction of                      (I.R.S. Employer
 incorporation or organization)                   Identification Number)

                                  ARAMARK Tower
                                1101 Market Place
                           Philadelphia, Pennsylvania
                                 (215) 238-3000
    (Address, including zip code, of Registrant's principal executive office)

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

                       ARAMARK 2001 Equity Incentive Plan
                            (Full title of the Plan)

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

                          The Corporation Trust Company
                               1209 Orange Street
                           Wilmington, Delaware 19801
                                 (302) 658-7581

 (Name, address, including zip code, and telephone number, including area code,
of Registrant's agent for service)

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

                                   Copies to:

         Vincent Pagano, Esq.                        Bart J. Colli, Esq.
       Arthur D. Robinson, Esq.                      ARAMARK Corporation
     Simpson Thatcher & Bartlett                        ARAMARK Tower
         425 Lexington Avenue                        1101 Market Street
       New York, New York 10017               Philadelphia, Pennsylvania 19107
            (212) 455-2000                             (215) 238-3000

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
================================================================ ============ =================== =================== ============
                                                                  Amount to    Proposed Maximum    Proposed Maximum    Amount of
                                                                     be         Offering Price        Aggregate       Registration
             Title of Securities to be Registered                Registered       Per Share         Offering Price        Fee
---------------------------------------------------------------- ------------ ------------------- ------------------- ------------
<S>                                                              <C>          <C>                 <C>                 <C>
Class A-1, Class A-2, Class A-3, Class B-1, Class B-2,
Class B-3 and Class B Common Stock, $0.01 par value
per share(a)                                                     30,000,000    $25.695(b)         $770,850,000(b)     $184,233.15(b)

================================================================ ============ =================== =================== ============
</TABLE>
(a)  Associated with each share of Class A-1, Class A-2, Class A-3, Class B-1,
     Class B-2, Class B-3 and Class B Common Stock is the right to purchase one
     share of Series C Preferred Stock pursuant to a rights agreement. Preferred
     stock purchase rights cannot trade separately from the underlying common
     stock and, therefore, do not carry a separate price or necessitate an
     additional filing fee.

(b)  Pursuant to Rule 457(h)(1) under the Securities Act of 1933, the proposed
     maximum offering price per share, the proposed maximum aggregate offering
     price and the amount of registration fee for the shares of Class A-1, Class
     A-2, Class A-3, Class B-1, Class B-2, Class B-3 and Class B Common
     Stock have been computed on the basis of the average of the high and low
     prices of the Class B Common Stock reported on the New York Stock Exchange
     Composite Tape on December 19, 2001.


<PAGE>

                                     PART I

         All information required by Part I to be contained in the prospectus is
omitted from this Registration Statement in accordance with Rule 428 under the
Securities Act of 1933, as amended (the "Securities Act").

<PAGE>

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         The following documents filed by ARAMARK Corporation (the "Company" or
"Registrant") with the Securities and Exchange Commission (the "Commission")
pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), are hereby incorporated by reference in this Registration Statement:

         1.       Our Annual Report on Form 10-K for fiscal 2001, filed with
                  the Securities and Exchange Commission on November 29, 2001
                  (File No. 001-08827).

         2.       Our report on Form 8-K, filed with the Securities and Exchange
                  Commission on December 10, 2001 (File No. 001-08827).

         3.       The descriptions of the Company's share capital contained in
                  the Company's Registration Statements on Form 8-A filed
                  with the Commission under Section 12(g) and Section 12(b) of
                  the Exchange Act on November 15, 2001 and on December 5, 2001,
                  respectively, (File No. 000-33349 and File No. 001-16807),
                  including any amendment or report filed for the purpose of
                  updating such descriptions.

         All documents filed by the Company pursuant to Sections 13(a), 13(c),
14 or 15(d) of the Exchange Act after the date of this Registration Statement
and prior to the filing of a post-effective amendment to this Registration
Statement indicating that all securities offered have been sold or which
deregisters all securities then remaining unsold, shall be deemed to be
incorporated by reference into this Registration Statement and to be a part
hereof from the date of filing of such documents. Any statement contained in a
document incorporated or deemed to be incorporated by reference herein shall be
deemed to be modified or superseded for purposes of this Registration Statement
to the extent that a statement contained herein or in any other subsequently
filed document which also is or is deemed to be incorporated by reference herein
modifies or supersedes such statement. Any such statement so modified or
superseded shall not be deemed, except as so modified or superseded, to
constitute a part of this Registration Statement.

Item 4.  Description of Securities.

          The shares of Class A-1, Class A-2, Class A-3, Class B-1, Class B-2
and Class B-3 Common Stock and the right to purchase one share of Series C
Preferred Stock associated with each share of Common Stock are registered under
Section 12(g) of the Exchange Act. The shares of Class B Common Stock and the
right to purchase one share of Series C Preferred Stock associated with each
share of Class B Common Stock are registered under Section 12(b) of the Exchange
Act.

Item 5.  Interests of Named Experts and Counsel.

         Not applicable.

Item 6.  Indemnification of Directors and Officers.

         The Delaware General Corporation Law authorizes corporations to limit
or eliminate the personal liability of directors to corporations and their
stockholders for monetary damages for breaches of directors' fiduciary duties.
Our certificate of incorporation includes a provision that eliminates the
personal liability of directors for monetary damages for actions taken as a
director, except for liability:

          o    for breach of duty of loyalty;

          o    for acts or omissions not in good faith or involving intentional
               misconduct or knowing violation of law;

          o    under Section 174 of the Delaware General Corporation Law
               (unlawful dividends); or

          o    for transactions from which the director derived improper
               personal benefit.

         Our certificate of incorporation provides that we must indemnify our
directors and officers to the fullest extent authorized by the Delaware General
Corporation Law. We will also pay expenses incurred in defending any such
proceeding in advance of its final disposition upon delivery to us of an
undertaking, by or on behalf of an indemnified person, to repay all amounts so
advanced if it should be determined ultimately that such person is not entitled
to be indemnified under this section or otherwise.

         The indemnification rights set forth above shall not be exclusive of
any other right which an indemnified person may have or hereafter acquire under
any statute, provision of our certificate of incorporation, our by laws,
agreement, vote of stockholders or disinterested directors or otherwise.

         We maintain insurance to protect ourselves and our directors, officers
and representatives against any such expense, liability or loss, whether or not
we would have the power to indemnify him against such expense, liability or loss
under the Delaware General Corporation Law.

Item 7.  Exemption from Registration Claimed.

         None.

Item 8.  Exhibits

          5       Opinion of Donald S. Morton, Esq., Vice President, Assistant
                  Secretary and Associate General Counsel of the Company.
          10.1    ARAMARK 2001 Equity Incentive Plan is incorporated by
                  reference to Annex E to the Company's Registration Statement
                  on Form S-4 filed with the Commission on November 16, 2001
                  pursuant to the Securities Act (Registration No. 333-65228).
          23.1    Consent of Arthur Andersen LLP (filed herewith).
          23.2    Consent of Arthur Andersen LLP (filed herewith).
          23.3    Consent of Donald S. Morton, Esq. (included in Exhibit 5).
          24      Powers of Attorney (included on page 11-4).

Item 9.  Undertakings.

         The undersigned Registrant hereby undertakes:

(a) (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 of 1933;

          (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. Notwithstanding the foregoing, any increase or
    decrease in volume of securities offered (if the total dollar value of
    securities offered would not exceed that which was registered) and any
    deviation from the low or high end of the estimated maximum offering range
    may be reflected in the form of prospectus filed with the Commission
    pursuant to Rule 424(b) if, in the aggregate, the changes in volume and
    price represent no more than 20 percent change in the maximum aggregate
    offering price set forth in the "Calculation of Registration Fee" table in
    the effective 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) above 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
     Company pursuant to Section 13 or Section 15(d) of the Exchange Act that
     are incorporated by reference in this Registration Statement.

<PAGE>


     (2) That, for the purpose of determining any liability under the 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 hereby which remain unsold at the
     termination of the offering.

     (b) The undersigned registrant hereby undertakes that, for purposes of
     determining any liability under the Act, each filing of the registrant's
     annual report pursuant to Section 13(a) or Section 15(d) of the Exchange
     Act that is incorporated by reference in this Registration Statement shall
     be deemed to be a new registration statement relating to the securities
     offered herein, 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 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 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 Act and will be governed by the final adjudication of such issue.

<PAGE>

                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
the registrant certifies that it has reasonable grounds to believe that it meets
all the requirements for filing on Form S-8 and has duly caused this
registration statement on Form S-8 to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Philadelphia,
Commonwealth of Pennsylvania, on December 21, 2001.

                                      ARAMARK CORPORATION

                                      By  /s/ L. Frederick Sutherland
                                        --------------------------------
                                            Name:  L. Frederick Sutherland
                                            Title: Executive Vice President and
                                                   Chief Financial Officer

                                POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE PRESENTS, that each person whose name appears
below hereby appoints Joseph Neubauer, L. Frederick Sutherland, Bart J. Colli
and Donald S. Morton, and each of them, as his true and lawful agent, with full
power of substitution and resubstitution, for him and in his name, place and
stead, in any and all capacities, to execute any and all amendments to the
within registration statement, including post-effective amendments, and to sign
any and all registration statements relating to the same offering of securities
as this registration statement that are filed pursuant to Rule 462(b) of the
Securities Act of 1933, as amended, and to file the same, together with all
exhibits thereto, with the Securities and Exchange Commission, granting unto
each said attorney-in-fact and agent, full power and authority to do and perform
each and every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as he might or could do in
person, hereby ratifying and confirming all that each said attorney-in-fact and
agent may lawfully do or cause to be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933, as amended,
this registration statement on Form S-8 has been signed below by the following
persons in the capacities and on the dates indicated.

<TABLE>
<CAPTION>
                 Name                                   Title                Date
                 ----                                   -----                ----
<S>                                         <C>                           <C>
        /s/ Joseph Neubauer
--------------------------------------      Chairman and Director         December 21, 2001
            Joseph Neubauer                    (Principal Executive
                                               Officer)
    /s/ L. Frederick Sutherland
--------------------------------------      Executive Vice President,     December 21, 2001
        L. Frederick Sutherland                Chief Financial Officer
                                               (Principal Financial
                                               Officer)
       /s/ John M. Lafferty
--------------------------------------      Senior Vice President,        December 21, 2001
           John M. Lafferty                    Controller and Chief
                                               Accounting Officer
                                               (Principal Accounting
                                               Officer)
    /s/ Lawrence T. Babbio, Jr.
--------------------------------------      Director                      December 21, 2001
        Lawrence T. Babbio, Jr.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                 Name                                   Title                Date
                 ----                                   -----                ----
<S>                                         <C>                       <C>
      /s/ Patricia C. Barron
--------------------------------------      Director                  December 21, 2001
          Patricia C. Barron

      /s/ Robert J. Callander
--------------------------------------      Director                  December 21, 2001
          Robert J. Callander

    /s/ Leonard S. Coleman, Jr.
--------------------------------------      Director                  December 21, 2001
        Leonard S. Coleman, Jr.

      /s/ Ronald R. Davenport
--------------------------------------      Director                  December 21, 2001
          Ronald R. Davenport

       /s/ Edward G. Jordan
--------------------------------------      Director                  December 21, 2001
           Edward G. Jordan

        /s/ Thomas H. Kean
--------------------------------------      Director                  December 21, 2001
            Thomas H. Kean

       /s/ James E. Ksansnak
--------------------------------------      Director                  December 21, 2001
           James E. Ksansnak

       /s/ James E. Preston
--------------------------------------      Director                  December 21, 2001
           James E. Preston

    /s/ Karl M. von der Heyden
--------------------------------------      Director                  December 21, 2001
        Karl M. von der Heyden
</TABLE>


<PAGE>

                                INDEX TO EXHIBITS

    Exhibit
     Number                        Description

     5            Opinion of Donald S. Morton, Esq., Vice President, Assistant
                  Secretary and Associate General Counsel of the Company.
     10.1         ARAMARK 2001 Equity Incentive Plan is incorporated by
                  reference to Annex E to the Company's Registration Statement
                  on Form S-4 filed with the Commission on November 16, 2001
                  pursuant to the Securities Act (Registration No. 333-65228).
     23.1         Consent of Arthur Andersen LLP (filed herewith).
     23.2         Consent of Arthur Andersen LLP (filed herewith).
     23.3         Consent of Donald S. Morton, Esq. (included in Exhibit 5).
     24           Powers of Attorney (included on Page 11-4).
[{"type": "S-8", "sequence": "1", "filename": "ds8.txt", "description": "FORM S-8", "secsgml_size_bytes": 20860}]
{"company-data": {"conformed-name": "ARAMARK CORP/DE", "cik": "0001144528", "assigned-sic": "5812", "irs-number": "233086414", "state-of-incorporation": "DE", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-75870", "film-number": "1821879"}, "business-address": {"street1": "ARAMARK TOWER", "street2": "1101 MARKET STREET", "city": "PHILADELPHIA", "state": "PA", "zip": "19107", "phone": "2152383000"}, "former-company": {"former-conformed-name": "ARAMARK WORLDWIDE CORP", "date-changed": "20010711"}}
As filed with the Securities and Exchange Commission on December 21, 2001

                                                           Registration No. 333-

================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

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

                               ARAMARK CORPORATION
             (Exact name of Registrant as specified in its charter)

             Delaware                                   23-3086414
(State or other jurisdiction of                      (I.R.S. Employer
 incorporation or organization)                   Identification Number)

                                  ARAMARK Tower
                                1101 Market Place
                           Philadelphia, Pennsylvania
                                 (215) 238-3000
    (Address, including zip code, of Registrant's principal executive office)

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

                       ARAMARK 2001 Equity Incentive Plan
                            (Full title of the Plan)

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

                          The Corporation Trust Company
                               1209 Orange Street
                           Wilmington, Delaware 19801
                                 (302) 658-7581

 (Name, address, including zip code, and telephone number, including area code,
of Registrant's agent for service)

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

                                   Copies to:

         Vincent Pagano, Esq.                        Bart J. Colli, Esq.
       Arthur D. Robinson, Esq.                      ARAMARK Corporation
     Simpson Thatcher & Bartlett                        ARAMARK Tower
         425 Lexington Avenue                        1101 Market Street
       New York, New York 10017               Philadelphia, Pennsylvania 19107
            (212) 455-2000                             (215) 238-3000

                         CALCULATION OF REGISTRATION FEE
================================================================ ============ =================== =================== ============
                                                                  Amount to    Proposed Maximum    Proposed Maximum    Amount of
                                                                     be         Offering Price        Aggregate       Registration
             Title of Securities to be Registered                Registered       Per Share         Offering Price        Fee
---------------------------------------------------------------- ------------ ------------------- ------------------- ------------
Class A-1, Class A-2, Class A-3, Class B-1, Class B-2,
Class B-3 and Class B Common Stock, $0.01 par value
per share(a)                                                     30,000,000    $25.695(b)         $770,850,000(b)     $184,233.15(b)

================================================================ ============ =================== =================== ============
(a)  Associated with each share of Class A-1, Class A-2, Class A-3, Class B-1,
     Class B-2, Class B-3 and Class B Common Stock is the right to purchase one
     share of Series C Preferred Stock pursuant to a rights agreement. Preferred
     stock purchase rights cannot trade separately from the underlying common
     stock and, therefore, do not carry a separate price or necessitate an
     additional filing fee.

(b)  Pursuant to Rule 457(h)(1) under the Securities Act of 1933, the proposed
     maximum offering price per share, the proposed maximum aggregate offering
     price and the amount of registration fee for the shares of Class A-1, Class
     A-2, Class A-3, Class B-1, Class B-2, Class B-3 and Class B Common
     Stock have been computed on the basis of the average of the high and low
     prices of the Class B Common Stock reported on the New York Stock Exchange
     Composite Tape on December 19, 2001.
PART I

         All information required by Part I to be contained in the prospectus is
omitted from this Registration Statement in accordance with Rule 428 under the
Securities Act of 1933, as amended (the "Securities Act").
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         The following documents filed by ARAMARK Corporation (the "Company" or
"Registrant") with the Securities and Exchange Commission (the "Commission")
pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), are hereby incorporated by reference in this Registration Statement:

         1.       Our Annual Report on Form 10-K for fiscal 2001, filed with
                  the Securities and Exchange Commission on November 29, 2001
                  (File No. 001-08827).

         2.       Our report on Form 8-K, filed with the Securities and Exchange
                  Commission on December 10, 2001 (File No. 001-08827).

         3.       The descriptions of the Company's share capital contained in
                  the Company's Registration Statements on Form 8-A filed
                  with the Commission under Section 12(g) and Section 12(b) of
                  the Exchange Act on November 15, 2001 and on December 5, 2001,
                  respectively, (File No. 000-33349 and File No. 001-16807),
                  including any amendment or report filed for the purpose of
                  updating such descriptions.

         All documents filed by the Company pursuant to Sections 13(a), 13(c),
14 or 15(d) of the Exchange Act after the date of this Registration Statement
and prior to the filing of a post-effective amendment to this Registration
Statement indicating that all securities offered have been sold or which
deregisters all securities then remaining unsold, shall be deemed to be
incorporated by reference into this Registration Statement and to be a part
hereof from the date of filing of such documents. Any statement contained in a
document incorporated or deemed to be incorporated by reference herein shall be
deemed to be modified or superseded for purposes of this Registration Statement
to the extent that a statement contained herein or in any other subsequently
filed document which also is or is deemed to be incorporated by reference herein
modifies or supersedes such statement. Any such statement so modified or
superseded shall not be deemed, except as so modified or superseded, to
constitute a part of this Registration Statement.

Item 4.  Description of Securities.

          The shares of Class A-1, Class A-2, Class A-3, Class B-1, Class B-2
and Class B-3 Common Stock and the right to purchase one share of Series C
Preferred Stock associated with each share of Common Stock are registered under
Section 12(g) of the Exchange Act. The shares of Class B Common Stock and the
right to purchase one share of Series C Preferred Stock associated with each
share of Class B Common Stock are registered under Section 12(b) of the Exchange
Act.

Item 5.  Interests of Named Experts and Counsel.

         Not applicable.

Item 6.  Indemnification of Directors and Officers.

         The Delaware General Corporation Law authorizes corporations to limit
or eliminate the personal liability of directors to corporations and their
stockholders for monetary damages for breaches of directors' fiduciary duties.
Our certificate of incorporation includes a provision that eliminates the
personal liability of directors for monetary damages for actions taken as a
director, except for liability:

          o    for breach of duty of loyalty;

          o    for acts or omissions not in good faith or involving intentional
               misconduct or knowing violation of law;

          o    under Section 174 of the Delaware General Corporation Law
               (unlawful dividends); or

          o    for transactions from which the director derived improper
               personal benefit.

         Our certificate of incorporation provides that we must indemnify our
directors and officers to the fullest extent authorized by the Delaware General
Corporation Law. We will also pay expenses incurred in defending any such
proceeding in advance of its final disposition upon delivery to us of an
undertaking, by or on behalf of an indemnified person, to repay all amounts so
advanced if it should be determined ultimately that such person is not entitled
to be indemnified under this section or otherwise.

         The indemnification rights set forth above shall not be exclusive of
any other right which an indemnified person may have or hereafter acquire under
any statute, provision of our certificate of incorporation, our by laws,
agreement, vote of stockholders or disinterested directors or otherwise.

         We maintain insurance to protect ourselves and our directors, officers
and representatives against any such expense, liability or loss, whether or not
we would have the power to indemnify him against such expense, liability or loss
under the Delaware General Corporation Law.

Item 7.  Exemption from Registration Claimed.

         None.

Item 8.  Exhibits

          5       Opinion of Donald S. Morton, Esq., Vice President, Assistant
                  Secretary and Associate General Counsel of the Company.
          10.1    ARAMARK 2001 Equity Incentive Plan is incorporated by
                  reference to Annex E to the Company's Registration Statement
                  on Form S-4 filed with the Commission on November 16, 2001
                  pursuant to the Securities Act (Registration No. 333-65228).
          23.1    Consent of Arthur Andersen LLP (filed herewith).
          23.2    Consent of Arthur Andersen LLP (filed herewith).
          23.3    Consent of Donald S. Morton, Esq. (included in Exhibit 5).
          24      Powers of Attorney (included on page 11-4).

Item 9.  Undertakings.

         The undersigned Registrant hereby undertakes:

(a) (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 of 1933;

          (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. Notwithstanding the foregoing, any increase or
    decrease in volume of securities offered (if the total dollar value of
    securities offered would not exceed that which was registered) and any
    deviation from the low or high end of the estimated maximum offering range
    may be reflected in the form of prospectus filed with the Commission
    pursuant to Rule 424(b) if, in the aggregate, the changes in volume and
    price represent no more than 20 percent change in the maximum aggregate
    offering price set forth in the "Calculation of Registration Fee" table in
    the effective 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) above 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
     Company pursuant to Section 13 or Section 15(d) of the Exchange Act that
     are incorporated by reference in this Registration Statement.
(2) That, for the purpose of determining any liability under the 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 hereby which remain unsold at the
     termination of the offering.

     (b) The undersigned registrant hereby undertakes that, for purposes of
     determining any liability under the Act, each filing of the registrant's
     annual report pursuant to Section 13(a) or Section 15(d) of the Exchange
     Act that is incorporated by reference in this Registration Statement shall
     be deemed to be a new registration statement relating to the securities
     offered herein, 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 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 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 Act and will be governed by the final adjudication of such issue.
SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
the registrant certifies that it has reasonable grounds to believe that it meets
all the requirements for filing on Form S-8 and has duly caused this
registration statement on Form S-8 to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Philadelphia,
Commonwealth of Pennsylvania, on December 21, 2001.

                                      ARAMARK CORPORATION

                                      By  /s/ L. Frederick Sutherland
                                        --------------------------------
                                            Name:  L. Frederick Sutherland
                                            Title: Executive Vice President and
                                                   Chief Financial Officer

                                POWER OF ATTORNEY

         KNOW ALL PERSONS BY THESE PRESENTS, that each person whose name appears
below hereby appoints Joseph Neubauer, L. Frederick Sutherland, Bart J. Colli
and Donald S. Morton, and each of them, as his true and lawful agent, with full
power of substitution and resubstitution, for him and in his name, place and
stead, in any and all capacities, to execute any and all amendments to the
within registration statement, including post-effective amendments, and to sign
any and all registration statements relating to the same offering of securities
as this registration statement that are filed pursuant to Rule 462(b) of the
Securities Act of 1933, as amended, and to file the same, together with all
exhibits thereto, with the Securities and Exchange Commission, granting unto
each said attorney-in-fact and agent, full power and authority to do and perform
each and every act and thing requisite and necessary to be done in and about the
premises, as fully to all intents and purposes as he might or could do in
person, hereby ratifying and confirming all that each said attorney-in-fact and
agent may lawfully do or cause to be done by virtue hereof.

         Pursuant to the requirements of the Securities Act of 1933, as amended,
this registration statement on Form S-8 has been signed below by the following
persons in the capacities and on the dates indicated.
Name                                   Title                Date
                 ----                                   -----                ----
/s/ Joseph Neubauer
--------------------------------------      Chairman and Director         December 21, 2001
            Joseph Neubauer                    (Principal Executive
                                               Officer)
    /s/ L. Frederick Sutherland
--------------------------------------      Executive Vice President,     December 21, 2001
        L. Frederick Sutherland                Chief Financial Officer
                                               (Principal Financial
                                               Officer)
       /s/ John M. Lafferty
--------------------------------------      Senior Vice President,        December 21, 2001
           John M. Lafferty                    Controller and Chief
                                               Accounting Officer
                                               (Principal Accounting
                                               Officer)
    /s/ Lawrence T. Babbio, Jr.
--------------------------------------      Director                      December 21, 2001
        Lawrence T. Babbio, Jr.
Name                                   Title                Date
                 ----                                   -----                ----
/s/ Patricia C. Barron
--------------------------------------      Director                  December 21, 2001
          Patricia C. Barron

      /s/ Robert J. Callander
--------------------------------------      Director                  December 21, 2001
          Robert J. Callander

    /s/ Leonard S. Coleman, Jr.
--------------------------------------      Director                  December 21, 2001
        Leonard S. Coleman, Jr.

      /s/ Ronald R. Davenport
--------------------------------------      Director                  December 21, 2001
          Ronald R. Davenport

       /s/ Edward G. Jordan
--------------------------------------      Director                  December 21, 2001
           Edward G. Jordan

        /s/ Thomas H. Kean
--------------------------------------      Director                  December 21, 2001
            Thomas H. Kean

       /s/ James E. Ksansnak
--------------------------------------      Director                  December 21, 2001
           James E. Ksansnak

       /s/ James E. Preston
--------------------------------------      Director                  December 21, 2001
           James E. Preston

    /s/ Karl M. von der Heyden
--------------------------------------      Director                  December 21, 2001
        Karl M. von der Heyden
INDEX TO EXHIBITS

    Exhibit
     Number                        Description

     5            Opinion of Donald S. Morton, Esq., Vice President, Assistant
                  Secretary and Associate General Counsel of the Company.
     10.1         ARAMARK 2001 Equity Incentive Plan is incorporated by
                  reference to Annex E to the Company's Registration Statement
                  on Form S-4 filed with the Commission on November 16, 2001
                  pursuant to the Securities Act (Registration No. 333-65228).
     23.1         Consent of Arthur Andersen LLP (filed herewith).
     23.2         Consent of Arthur Andersen LLP (filed herewith).
     23.3         Consent of Donald S. Morton, Esq. (included in Exhibit 5).
     24           Powers of Attorney (included on Page 11-4).