<PAGE>
 
   As filed with the Securities and Exchange Commission on November 7, 1996
                                                             FILE NO. __________



                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
                               _________________

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

                     INTERACTIVE FLIGHT TECHNOLOGIES, INC.
            (Exact name of Registrant as specified in its charter)

<TABLE>
<S>                                                   <C>
                DELAWARE                                 11-3197148
(STATE OR OTHER JURISDICTION OF INCORPORATION OR      (I.R.S. EMPLOYER
 ORGANIZATION)                                        IDENTIFICATION NUMBER)

4041 N. CENTRAL AVENUE, SUITE 2000
           PHOENIX, ARIZONA                                  85012
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                  (ZIP CODE)
 
</TABLE>

                           ________________________

                            1994 STOCK OPTION PLAN
                           (FULL TITLE OF THE PLAN)
                           _________________________

                    MICHAIL ITKIS, CHIEF EXECUTIVE OFFICER
                      4041 N. CENTRAL AVENUE, SUITE 2000
                            PHOENIX, ARIZONA 85012
                    (NAME AND ADDRESS OF AGENT FOR SERVICE)

                                (602) 200-8900
         (TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE)

           IT IS REQUESTED THAT COPIES OF COMMUNICATIONS BE SENT TO:
                             THEODORE E. GUTH, ESQ.
                              IRELL & MANELLA LLP
                      1800 AVENUE OF THE STARS, SUITE 900
                            LOS ANGELES, CA  90067
                                (310) 277-1010

                        CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
                                                                  PROPOSED MAXIMUM    PROPOSED MAXIMUM
     TITLE OF SECURITIES                         AMOUNT            OFFERING PRICE         AGGREGATE           AMOUNT OF
       TO BE REGISTERED                    TO BE REGISTERED(1)      PER UNIT(2)       OFFERING PRICE(2)    REGISTRATION FEE
     -------------------                   -------------------    ----------------    -----------------    ----------------
<S>                                        <C>                    <C>                 <C>                  <C> 
Class A Common Stock, par value 
  $0.01 per share                          1,800,000 shares         $        10.75       $19,350,000.00      $     5,863.64

</TABLE>

(1)  Pursuant to Rule 429 of the Securities Act of 1933, as amended (the
     "Securities Act"), the prospectus delivered to participants under the
     Registrant's 1994 Stock Option Plan also relates to an aggregate of 600,000
     shares initially registered under the Registration Statement on Form S-8
     No. 33-80535.  In addition, pursuant to Rule 416, this Registration
     Statement also covers such additional securities as may become issuable to
     prevent dilution resulting from stock splits, stock dividends and similar
     events.

(2)  Pursuant to Rule 457(h), estimated solely for the purpose of calculating
     the registration fee on the basis of the average of the high and low sale
     prices of the Registrant's Class A Common Stock on the Nasdaq SmallCap
     Stock Market on November 4, 1996.

                                       
<PAGE>
 
                                    PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT


Item 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents, which have been filed by Interactive Flight
Technologies, Inc., a Delaware corporation (the "Registrant"), with the
Securities and Exchange Commission (the "Commission"), are incorporated herein
by reference:

     (a)  The Registrant's Annual Report on Form 10-KSB for the fiscal year
ended October 31, 1995, filed pursuant to Section 13 of the Securities Exchange
Act of 1934 (the "Exchange Act").

     (b)  The Registrant's Quarterly Reports on Form 10-QSB for the periods
ended January 31, 1996, April 30, 1996 and July 31, 1996, filed pursuant to
Section 13 of the Exchange Act.

     (c)  The description of the Registrant's Class A Common Stock as set forth
in the Registrant's registration statement on Form 8-A filed with the Commission
on December 31, 1994, as amended by the Registrant's registration statement on
Form 8-A/A filed with the Commission on March 8, 1995, and any other amendments
or reports thereto filed with the Commission for the purpose of updating such
description.

     In addition, all documents filed subsequent to the date of this
Registration Statement by the Registrant pursuant to Section 13(a), 13(c), 14 or
15(d) of the Exchange Act, as amended, prior to the filing of a post-effective
amendment which indicates that all securities offered have been sold or which
deregisters all securities then remaining unsold, shall be deemed to be
incorporated by reference in this Registration Statement and to be a part hereof
from the date of the filing of such documents.  Any statement contained in a
document incorporated or deemed to be incorporated herein by reference 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.

Item 4.   DESCRIPTION OF SECURITIES.

          Not Applicable.

Item 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

          Not Applicable.

Item 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The Registrant's Amended and Restated Certificate of Incorporation (the
"Company Certificate") includes a provision that eliminates the personal
liability of its directors to the Registrant or its stockholders for monetary
damages for breach of fiduciary duty as a director to the maximum extent
permitted by the Delaware General Corporation Law ("DGCL").  The DGCL does not
permit liability to be eliminated (i) for any breach of a director's duty of
loyalty to the Registrant or its stockholders, (ii) for acts or omissions not in
good faith or that involve intentional misconduct or a knowing violation of law,
(iii)  or unlawful payments of dividends or unlawful stock repurchases or
redemptions, as provided in Section 174 of the DGCL, or (iv) for any transaction
for which the director derived an improper personal benefit.  The Company
Certificate of the Registrant provides that the Registrant shall indemnify its
directors and executive officers to the fullest extent permitted by the DGCL,
including those circumstances in which indemnification would otherwise be
discretionary, subject to certain exceptions.  The Company Certificate also
provides that the Registrant will advance expenses to directors and executive
officers incurred in connection with an action or proceeding as to which they
may be entitled to indemnification, subject to certain exceptions.

                                       2
<PAGE>
 
     Section 145 of the DGCL provides that a corporation may indemnify any
person who was or is a party or is threatened to be made a party to any
threatened, pending or completed action or proceeding, whether civil, criminal,
administrative or investigative, by reason of the fact that he is or was a
director, officer, employee or agent of the corporation or is or was serving at
its request in such capacity in another corporation or business association,
against expenses (including attorneys' fees), judgments, fines and amounts paid
in settlement actually and reasonably incurred by him in connection with such
action, suit or proceeding if he acted in good faith and in a manner he
reasonably believed to be in or not opposed to the best interests of the
corporation, and, with respect to any criminal action or proceeding, had no
reasonable cause to believe his conduct was unlawful.

     The Registrant has entered into indemnification agreements with each
certain of its directors and executive officers that provide the maximum
indemnity allowed to directors and executive officers by the DGCL and the
Company Certificate, subject to certain exceptions, as well as certain
additional procedural protections.  In addition, the indemnification agreements
provide generally that the Registrant will advance expenses incurred by
directors and executive officers in any action or proceeding as to which they
may be entitled to indemnification, subject to certain exceptions.

     The Registrant maintains directors and officers liability and company
reimbursement insurance which, among other things (i) provides for payment on
behalf of its officers and directors against loss as defined in the policy
stemming from acts committed by directors and officers in their capacity as
such, and (ii) provides for payment on behalf of the Registrant to indemnify
directors or officers for such loss pursuant to statutory or common law or
pursuant to duly effective certificate of incorporation or by-law provisions.

Item 7.   EXEMPTION FROM REGISTRATION CLAIMED.

          Not Applicable.

Item 8.   EXHIBITS.

Exhibit
Number
------

4.1       Amended and Restated 1994 Stock Option Plan of Interactive Flight
          Technologies, Inc.

4.2       Form of Stock Option Agreement
 
4.3*      Specimen of Class A Common Stock Certificate

5.1       Opinion of Irell & Manella LLP

23.1      Consent of KPMG Peat Marwick LLP

23.2      Consent of Richard A. Eisner & Company LLP

23.3      Consent of Irell & Manella LLP (contained in Exhibit 5.1)

24.1      Powers of Attorney (included on signature page of this Registration
          Statement)

____________________
*         Incorporated by reference from the Registrant's Registration Statement
          on Form SB-2, Registration No. 33-86928.

                                       3
<PAGE>
 
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 this Registration Statement.

          (2)  That, for the 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 that is incorporated by reference in this
          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 of 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>
 
                                   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 Los Angeles, State of California, on the thirty-
first day of October, 1996.

                              INTERACTIVE FLIGHT TECHNOLOGIES, INC.


                              By:  /s/  Michail Itkis
                                   ------------------------
                                    Michail Itkis
                                    Chief Executive Officer


     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints each of Michail Itkis and Steven M. Fieldman,
jointly and severally, as his true and lawful attorneys-in-fact and agents, each
with full power of substitution and resubstitution, for him and in his name,
place and stead, in any and all capacities, to sign any and all amendments and
post-effective amendments to this Registration Statement, and to file the same,
with all exhibits thereto, and other documents in connection therewith, with the
Commission, granting unto said attorneys-in-fact and agents 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, thereby ratifying and confirming all that said
attorneys-in-fact and agents or either of them or their or his substitute or
substitutes, may lawfully do or cause to be done by virtue thereof.

     Pursuant to the requirements of the Securities Act, this Registration
Statement has been signed below by the following persons in the capacities and
on the dates indicated.

<TABLE>
<CAPTION>
Signature                                         Title                                            Date
---------                                         -----                                            ----
 
<S>                                               <C>                                              <C> 
/s/ Michail Itkis                                 Chief Executive Officer and Director             October 31, 1996
-------------------------------------
Michail Itkis
 
/s/ Yuri Itkis                                    Director                                         October 31, 1996
-------------------------------------
Yuri Itkis
 
/s/ Boris Itkis                                   Director                                         October 31, 1996
-------------------------------------
Boris Itkis
 
/s/ James H. Zukin                                Director                                         October 29, 1996
-------------------------------------
James H. Zukin
 
/s/ General Alexander M. Haig, Jr.                Director                                         October 31, 1996
-------------------------------------
General Alexander M. Haig, Jr.
 
/s/ John Alderfer                                 Chief Financial Officer                          October 31, 1996
-------------------------------------             (Principal Financial and
John Alderfer                                     Accounting Officer)                

</TABLE>
                                  

                                       5
<PAGE>
 
                                 EXHIBIT INDEX
<TABLE>
<CAPTION>
 
Exhibit Number                                                          Page No.
-----------------------------------                                     --------
<S>                <C>                                                  <C>
        4.1        Amended and Restated 1994 Stock Option Plan 
                   of Interactive Flight Technologies, Inc.

        4.2        Form of Stock Option Agreement

        4.3*       Specimen of Class A Common Stock Certificate

        5.1        Opinion of Irell & Manella LLP

        23.1       Consent of KPMG Peat Marwick LLP

        23.2       Consent of Richard A. Eisner & Company LLP

        23.3       Consent of Irell & Manella LLP (contained in 
                   Exhibit 5.1)

        24.1       Powers of Attorney (included on signature page 
                   of this Registration Statement)
 
_____________
*       Incorporated by reference from the Registrant's Registration Statement
        on Form SB-2, Registration No. 33-86928.

</TABLE>

                                       6
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 19025}]
{"company-data": {"conformed-name": "INTERACTIVE FLIGHT TECHNOLOGIES INC", "cik": "0000932021", "assigned-sic": "3990", "irs-number": "113197148", "state-of-incorporation": "DE", "fiscal-year-end": "1031"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-15767", "film-number": "96656268"}, "business-address": {"street1": "4041 NORTH CENTRAL AVENUE", "street2": "SUITE 2000", "city": "PHOENIX", "state": "AZ", "zip": "85012", "phone": "6022008900"}, "mail-address": {"street1": "3070 W POST RD", "city": "LAS VEGAS", "state": "NV", "zip": "89118"}}
As filed with the Securities and Exchange Commission on November 7, 1996
                                                             FILE NO. __________

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
                               _________________

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

                     INTERACTIVE FLIGHT TECHNOLOGIES, INC.
            (Exact name of Registrant as specified in its charter)
DELAWARE                                 11-3197148
(STATE OR OTHER JURISDICTION OF INCORPORATION OR      (I.R.S. EMPLOYER
 ORGANIZATION)                                        IDENTIFICATION NUMBER)

4041 N. CENTRAL AVENUE, SUITE 2000
           PHOENIX, ARIZONA                                  85012
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                  (ZIP CODE)
________________________

                            1994 STOCK OPTION PLAN
                           (FULL TITLE OF THE PLAN)
                           _________________________

                    MICHAIL ITKIS, CHIEF EXECUTIVE OFFICER
                      4041 N. CENTRAL AVENUE, SUITE 2000
                            PHOENIX, ARIZONA 85012
                    (NAME AND ADDRESS OF AGENT FOR SERVICE)

                                (602) 200-8900
         (TELEPHONE NUMBER, INCLUDING AREA CODE, OF AGENT FOR SERVICE)

           IT IS REQUESTED THAT COPIES OF COMMUNICATIONS BE SENT TO:
                             THEODORE E. GUTH, ESQ.
                              IRELL & MANELLA LLP
                      1800 AVENUE OF THE STARS, SUITE 900
                            LOS ANGELES, CA  90067
                                (310) 277-1010

                        CALCULATION OF REGISTRATION FEE
PROPOSED MAXIMUM    PROPOSED MAXIMUM
     TITLE OF SECURITIES                         AMOUNT            OFFERING PRICE         AGGREGATE           AMOUNT OF
       TO BE REGISTERED                    TO BE REGISTERED(1)      PER UNIT(2)       OFFERING PRICE(2)    REGISTRATION FEE
     -------------------                   -------------------    ----------------    -----------------    ----------------
Class A Common Stock, par value 
  $0.01 per share                          1,800,000 shares         $        10.75       $19,350,000.00      $     5,863.64
(1)  Pursuant to Rule 429 of the Securities Act of 1933, as amended (the
     "Securities Act"), the prospectus delivered to participants under the
     Registrant's 1994 Stock Option Plan also relates to an aggregate of 600,000
     shares initially registered under the Registration Statement on Form S-8
     No. 33-80535.  In addition, pursuant to Rule 416, this Registration
     Statement also covers such additional securities as may become issuable to
     prevent dilution resulting from stock splits, stock dividends and similar
     events.

(2)  Pursuant to Rule 457(h), estimated solely for the purpose of calculating
     the registration fee on the basis of the average of the high and low sale
     prices of the Registrant's Class A Common Stock on the Nasdaq SmallCap
     Stock Market on November 4, 1996.
PART II

              INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

     The following documents, which have been filed by Interactive Flight
Technologies, Inc., a Delaware corporation (the "Registrant"), with the
Securities and Exchange Commission (the "Commission"), are incorporated herein
by reference:

     (a)  The Registrant's Annual Report on Form 10-KSB for the fiscal year
ended October 31, 1995, filed pursuant to Section 13 of the Securities Exchange
Act of 1934 (the "Exchange Act").

     (b)  The Registrant's Quarterly Reports on Form 10-QSB for the periods
ended January 31, 1996, April 30, 1996 and July 31, 1996, filed pursuant to
Section 13 of the Exchange Act.

     (c)  The description of the Registrant's Class A Common Stock as set forth
in the Registrant's registration statement on Form 8-A filed with the Commission
on December 31, 1994, as amended by the Registrant's registration statement on
Form 8-A/A filed with the Commission on March 8, 1995, and any other amendments
or reports thereto filed with the Commission for the purpose of updating such
description.

     In addition, all documents filed subsequent to the date of this
Registration Statement by the Registrant pursuant to Section 13(a), 13(c), 14 or
15(d) of the Exchange Act, as amended, prior to the filing of a post-effective
amendment which indicates that all securities offered have been sold or which
deregisters all securities then remaining unsold, shall be deemed to be
incorporated by reference in this Registration Statement and to be a part hereof
from the date of the filing of such documents.  Any statement contained in a
document incorporated or deemed to be incorporated herein by reference 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.

Item 4.   DESCRIPTION OF SECURITIES.

          Not Applicable.

Item 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

          Not Applicable.

Item 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     The Registrant's Amended and Restated Certificate of Incorporation (the
"Company Certificate") includes a provision that eliminates the personal
liability of its directors to the Registrant or its stockholders for monetary
damages for breach of fiduciary duty as a director to the maximum extent
permitted by the Delaware General Corporation Law ("DGCL").  The DGCL does not
permit liability to be eliminated (i) for any breach of a director's duty of
loyalty to the Registrant or its stockholders, (ii) for acts or omissions not in
good faith or that involve intentional misconduct or a knowing violation of law,
(iii)  or unlawful payments of dividends or unlawful stock repurchases or
redemptions, as provided in Section 174 of the DGCL, or (iv) for any transaction
for which the director derived an improper personal benefit.  The Company
Certificate of the Registrant provides that the Registrant shall indemnify its
directors and executive officers to the fullest extent permitted by the DGCL,
including those circumstances in which indemnification would otherwise be
discretionary, subject to certain exceptions.  The Company Certificate also
provides that the Registrant will advance expenses to directors and executive
officers incurred in connection with an action or proceeding as to which they
may be entitled to indemnification, subject to certain exceptions.

                                       2
Section 145 of the DGCL provides that a corporation may indemnify any
person who was or is a party or is threatened to be made a party to any
threatened, pending or completed action or proceeding, whether civil, criminal,
administrative or investigative, by reason of the fact that he is or was a
director, officer, employee or agent of the corporation or is or was serving at
its request in such capacity in another corporation or business association,
against expenses (including attorneys' fees), judgments, fines and amounts paid
in settlement actually and reasonably incurred by him in connection with such
action, suit or proceeding if he acted in good faith and in a manner he
reasonably believed to be in or not opposed to the best interests of the
corporation, and, with respect to any criminal action or proceeding, had no
reasonable cause to believe his conduct was unlawful.

     The Registrant has entered into indemnification agreements with each
certain of its directors and executive officers that provide the maximum
indemnity allowed to directors and executive officers by the DGCL and the
Company Certificate, subject to certain exceptions, as well as certain
additional procedural protections.  In addition, the indemnification agreements
provide generally that the Registrant will advance expenses incurred by
directors and executive officers in any action or proceeding as to which they
may be entitled to indemnification, subject to certain exceptions.

     The Registrant maintains directors and officers liability and company
reimbursement insurance which, among other things (i) provides for payment on
behalf of its officers and directors against loss as defined in the policy
stemming from acts committed by directors and officers in their capacity as
such, and (ii) provides for payment on behalf of the Registrant to indemnify
directors or officers for such loss pursuant to statutory or common law or
pursuant to duly effective certificate of incorporation or by-law provisions.

Item 7.   EXEMPTION FROM REGISTRATION CLAIMED.

          Not Applicable.

Item 8.   EXHIBITS.

Exhibit
Number
------

4.1       Amended and Restated 1994 Stock Option Plan of Interactive Flight
          Technologies, Inc.

4.2       Form of Stock Option Agreement
 
4.3*      Specimen of Class A Common Stock Certificate

5.1       Opinion of Irell & Manella LLP

23.1      Consent of KPMG Peat Marwick LLP

23.2      Consent of Richard A. Eisner & Company LLP

23.3      Consent of Irell & Manella LLP (contained in Exhibit 5.1)

24.1      Powers of Attorney (included on signature page of this Registration
          Statement)

____________________
*         Incorporated by reference from the Registrant's Registration Statement
          on Form SB-2, Registration No. 33-86928.

                                       3
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 this Registration Statement.

          (2)  That, for the 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 that is incorporated by reference in this
          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 of 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
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 Los Angeles, State of California, on the thirty-
first day of October, 1996.

                              INTERACTIVE FLIGHT TECHNOLOGIES, INC.

                              By:  /s/  Michail Itkis
                                   ------------------------
                                    Michail Itkis
                                    Chief Executive Officer

     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints each of Michail Itkis and Steven M. Fieldman,
jointly and severally, as his true and lawful attorneys-in-fact and agents, each
with full power of substitution and resubstitution, for him and in his name,
place and stead, in any and all capacities, to sign any and all amendments and
post-effective amendments to this Registration Statement, and to file the same,
with all exhibits thereto, and other documents in connection therewith, with the
Commission, granting unto said attorneys-in-fact and agents 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, thereby ratifying and confirming all that said
attorneys-in-fact and agents or either of them or their or his substitute or
substitutes, may lawfully do or cause to be done by virtue thereof.

     Pursuant to the requirements of the Securities Act, this Registration
Statement has been signed below by the following persons in the capacities and
on the dates indicated.
Signature                                         Title                                            Date
---------                                         -----                                            ----
/s/ Michail Itkis                                 Chief Executive Officer and Director             October 31, 1996
-------------------------------------
Michail Itkis
 
/s/ Yuri Itkis                                    Director                                         October 31, 1996
-------------------------------------
Yuri Itkis
 
/s/ Boris Itkis                                   Director                                         October 31, 1996
-------------------------------------
Boris Itkis
 
/s/ James H. Zukin                                Director                                         October 29, 1996
-------------------------------------
James H. Zukin
 
/s/ General Alexander M. Haig, Jr.                Director                                         October 31, 1996
-------------------------------------
General Alexander M. Haig, Jr.
 
/s/ John Alderfer                                 Chief Financial Officer                          October 31, 1996
-------------------------------------             (Principal Financial and
John Alderfer                                     Accounting Officer)
5
EXHIBIT INDEX
Exhibit Number                                                          Page No.
-----------------------------------                                     --------
4.1        Amended and Restated 1994 Stock Option Plan 
                   of Interactive Flight Technologies, Inc.

        4.2        Form of Stock Option Agreement

        4.3*       Specimen of Class A Common Stock Certificate

        5.1        Opinion of Irell & Manella LLP

        23.1       Consent of KPMG Peat Marwick LLP

        23.2       Consent of Richard A. Eisner & Company LLP

        23.3       Consent of Irell & Manella LLP (contained in 
                   Exhibit 5.1)

        24.1       Powers of Attorney (included on signature page 
                   of this Registration Statement)
 
_____________
*       Incorporated by reference from the Registrant's Registration Statement
        on Form SB-2, Registration No. 33-86928.
6