<PAGE>
           As filed with the Securities and Exchange Commission on June 13, 1997

Registration No. 333-

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                              FINE HOST CORPORATION
             (Exact name of registrant as specified in its charter)

           Delaware                                      06-1156070
(State or other jurisdiction                          (I.R.S. Employer
of incorporation or organization)                  Identification Number)

                            3 Greenwich Office Park
                         Greenwich, Connecticut 06831
                                (203) 629-4320
                       (Address, including zip code, and
                       telephone number, including area
                     code, of principal executive offices)


       Fine Host Corporation Stock Option Plan (Amended and Restated as of
                                March 17, 1997)
                           (Full title of the plan)

                                Richard E. Kerley
                      President and Chief Executive Officer
                              Fine Host Corporation
                             3 Greenwich Office Park
                          Greenwich, Connecticut 06831
                                 (203) 629-4320
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

<TABLE>
<CAPTION>

                         CALCULATION OF REGISTRATION FEE

<S>                     <C>                     <C>                      <C>                   <C>
----------------------- ---------------------- ------------------------- --------------------- ----------------------
                                                                         Proposed maximum
                                                                         aggregate offering
Title of securities                            Proposed maximum          price (2)             Amount of
to be registered        Amount to be           offering price per                              registration fee
                        registered(1)          share (2)
----------------------- ---------------------- ------------------------- --------------------- ----------------------
Common Stock, $0.01
par value per share     1,000,000              $26.625                   $26,625,000           $8,068.18

------------------------
</TABLE>


      (1)      This Registration Statement covers 1,000,000 shares authorized to
               be sold  under  the  Fine  Host  Corporation  Stock  Option  Plan
               (Amended and Restated as of March 17, 1997).

      (2)      Estimated  solely for calculating the amount of the  registration
               fee,  pursuant to Rule 457(h)  under the  Securities  Act of 1933
               (the "Securities Act").


<PAGE>


                                                                         PART II

                           INFORMATION REQUIRED IN THE
                             REGISTRATION STATEMENT

Item 3.  INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

         The  following  documents,  filed  with  the  Securities  and  Exchange
Commission (the "Commission") by Fine Host Corporation,  a Delaware  Corporation
(the "Company"), are incorporated herein by reference:

          (a) The Company's Annual Report on Form 10-K for the fiscal year ended
         December 25, 1996,  filed  pursuant to the  Securities  Exchange Act of
         1934, as amended (the "Exchange Act");

          (b) The Company's Quarterly Report on Form 10-Q for the quarter ended
         March 25, 1997, filed pursuant to the Exchange Act;

          (c) The  description  of the common  stock of the  Company,  par value
         $0.01 per share (the "Common  Stock"),  incorporated  by reference into
         the  Company's  Registration  Statement on Form 8-A  (Registration  No.
         111715) filed on May 8, 1996 pursuant to the Exchange Act and contained
         in the Company's  Prospectus  filed in connection with its Registration
         Statement on Form S-1 (Registration  No. 333-2906),  filed on March 29,
         1996,  as amended by  Amendment  Nos.  1, 2 and 3 filed on May 7, 1996,
         June  3,  1996  and  June  19,  1996,  respectively,  pursuant  to  the
         Securities Act; and

          (d) The Company's  Registration  Statement on Form S-8,  filed on June
         24, 1996 pursuant to the Securities Act.

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

Item 8.  EXHIBITS

Exhibit No.

          5       Opinion of Willkie Farr & Gallagher as to the validity of the
                  shares to be issued.

         23.1     Consent of Deloitte & Touche LLP.

         23.2     Consent of Willkie Farr & Gallagher (contained in Exhibit 5).

         24       Powers of Attorney (reference is made to the signature page
                  herein).




<PAGE>




                                   SIGNATURES

         Pursuant  to  the  requirements  of the  Securities  Act,  the  Company
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 Greenwich,  State of Connecticut,  on the 9th day of
June, 1997.

                                                           FINE HOST CORPORATION



                                                 By:    /s/ Richard E. Kerley
                                                        Richard E. Kerley
                                                        Chairman of the Board of
                                                         Directors and Chief
                                                         Executive Officer



<PAGE>




         Each of the  undersigned  officers and directors of the Company  hereby
severally  constitutes  and  appoints  Richard E.  Kerley,  Randy B. Spector and
Nelson A. Barber, and each of them, as the true and lawful attorneys-in-fact for
the undersigned, in any and all capacities, with full power of substitution,  to
sign  any  and  all  amendments  to  this  Registration   Statement   (including
post-effective amendments), and to file the same with exhibits thereto and other
documents in  connection  therewith,  with the  Commission,  granting  unto said
attorneys-in-fact,  and each of them, 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 said  attorneys-in-fact,  or
either of them, may lawfully do or cause to be done by virtue hereof.

         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.

<TABLE>
<CAPTION>
<S>                                        <C>                                                  <C>

                Signature                                        Title                             Date

/s/ Richard E. Kerley                      Chairman of the Board of Directors and Chief        June 9, 1997
-------------------------
Richard E. Kerley                          Executive Officer (Principal Executive Officer)

/s/ Nelson A. Barber                       Senior Vice President and Treasurer (Principal      June 9, 1997
-------------------------
Nelson A. Barber                           Accounting Officer)

/s/ Randall K. Ziegler                     Group President and Director                        June 9, 1997
-------------------------
Randall K. Ziegler

/s/ Randy B. Spector                       President, Chief Operating Officer and Director     June 9, 1997
-------------------------
Randy B. Spector

/s/ Jack H. Nusbaum                        Director                                            June 9, 1997
-------------------------
Jack H. Nusbaum

/s/ Catherine B. James                     Executive Vice President, Chief Financial Officer   June 9, 1997
-------------------------                  and Director (Principal Financial Officer)
Catherine B. James

/s/ Ronald E. Blaylock                     Director                                            June 9, 1997
-------------------------
Ronald E. Blaylock

/s/ Neal F. Finnegan                       Director                                            June 9, 1997
-------------------------
Neal F. Finnegan

/s/ J. Michael Chu                         Director                                            June 9, 1997
-------------------------
J. Michael Chu

</TABLE>


<PAGE>


                                INDEX TO EXHIBITS
--------------------------------------------------------------------------------

Exhibit No.    Description of Exhibit

   5           Opinion of Willkie Farr & Gallagher as to the validity of the
               shares to be issued.

   23.1        Consent of Deloitte & Touche LLP.

   23.2        Consent of Willkie Farr & Gallagher (contained in Exhibit 5).

   24          Powers of Attorney (reference is made to the signature page
               herein).
[{"type": "S-8", "sequence": "1", "description": "S-8 REGISTRATION STATEMENT", "secsgml_size_bytes": 10235}]
{"company-data": {"conformed-name": "FINE HOST CORP", "cik": "0001011584", "assigned-sic": "5812", "irs-number": "061156070", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-29221", "film-number": "97623970"}, "business-address": {"street1": "3 GREENWICH OFFICE PARK", "city": "GREENWICH", "state": "CT", "zip": "06831", "phone": "2036294320"}}
As filed with the Securities and Exchange Commission on June 13, 1997

Registration No. 333-

================================================================================

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                              FINE HOST CORPORATION
             (Exact name of registrant as specified in its charter)

           Delaware                                      06-1156070
(State or other jurisdiction                          (I.R.S. Employer
of incorporation or organization)                  Identification Number)

                            3 Greenwich Office Park
                         Greenwich, Connecticut 06831
                                (203) 629-4320
                       (Address, including zip code, and
                       telephone number, including area
                     code, of principal executive offices)

       Fine Host Corporation Stock Option Plan (Amended and Restated as of
                                March 17, 1997)
                           (Full title of the plan)

                                Richard E. Kerley
                      President and Chief Executive Officer
                              Fine Host Corporation
                             3 Greenwich Office Park
                          Greenwich, Connecticut 06831
                                 (203) 629-4320
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
----------------------- ---------------------- ------------------------- --------------------- ----------------------
                                                                         Proposed maximum
                                                                         aggregate offering
Title of securities                            Proposed maximum          price (2)             Amount of
to be registered        Amount to be           offering price per                              registration fee
                        registered(1)          share (2)
----------------------- ---------------------- ------------------------- --------------------- ----------------------
Common Stock, $0.01
par value per share     1,000,000              $26.625                   $26,625,000           $8,068.18

------------------------
(1)      This Registration Statement covers 1,000,000 shares authorized to
               be sold  under  the  Fine  Host  Corporation  Stock  Option  Plan
               (Amended and Restated as of March 17, 1997).

      (2)      Estimated  solely for calculating the amount of the  registration
               fee,  pursuant to Rule 457(h)  under the  Securities  Act of 1933
               (the "Securities Act").
PART II

                           INFORMATION REQUIRED IN THE
                             REGISTRATION STATEMENT

Item 3.  INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

         The  following  documents,  filed  with  the  Securities  and  Exchange
Commission (the "Commission") by Fine Host Corporation,  a Delaware  Corporation
(the "Company"), are incorporated herein by reference:

          (a) The Company's Annual Report on Form 10-K for the fiscal year ended
         December 25, 1996,  filed  pursuant to the  Securities  Exchange Act of
         1934, as amended (the "Exchange Act");

          (b) The Company's Quarterly Report on Form 10-Q for the quarter ended
         March 25, 1997, filed pursuant to the Exchange Act;

          (c) The  description  of the common  stock of the  Company,  par value
         $0.01 per share (the "Common  Stock"),  incorporated  by reference into
         the  Company's  Registration  Statement on Form 8-A  (Registration  No.
         111715) filed on May 8, 1996 pursuant to the Exchange Act and contained
         in the Company's  Prospectus  filed in connection with its Registration
         Statement on Form S-1 (Registration  No. 333-2906),  filed on March 29,
         1996,  as amended by  Amendment  Nos.  1, 2 and 3 filed on May 7, 1996,
         June  3,  1996  and  June  19,  1996,  respectively,  pursuant  to  the
         Securities Act; and

          (d) The Company's  Registration  Statement on Form S-8,  filed on June
         24, 1996 pursuant to the Securities Act.

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

Item 8.  EXHIBITS

Exhibit No.

          5       Opinion of Willkie Farr & Gallagher as to the validity of the
                  shares to be issued.

         23.1     Consent of Deloitte & Touche LLP.

         23.2     Consent of Willkie Farr & Gallagher (contained in Exhibit 5).

         24       Powers of Attorney (reference is made to the signature page
                  herein).
SIGNATURES

         Pursuant  to  the  requirements  of the  Securities  Act,  the  Company
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 Greenwich,  State of Connecticut,  on the 9th day of
June, 1997.

                                                           FINE HOST CORPORATION

                                                 By:    /s/ Richard E. Kerley
                                                        Richard E. Kerley
                                                        Chairman of the Board of
                                                         Directors and Chief
                                                         Executive Officer
Each of the  undersigned  officers and directors of the Company  hereby
severally  constitutes  and  appoints  Richard E.  Kerley,  Randy B. Spector and
Nelson A. Barber, and each of them, as the true and lawful attorneys-in-fact for
the undersigned, in any and all capacities, with full power of substitution,  to
sign  any  and  all  amendments  to  this  Registration   Statement   (including
post-effective amendments), and to file the same with exhibits thereto and other
documents in  connection  therewith,  with the  Commission,  granting  unto said
attorneys-in-fact,  and each of them, 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 said  attorneys-in-fact,  or
either of them, may lawfully do or cause to be done by virtue hereof.

         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.
Signature                                        Title                             Date

/s/ Richard E. Kerley                      Chairman of the Board of Directors and Chief        June 9, 1997
-------------------------
Richard E. Kerley                          Executive Officer (Principal Executive Officer)

/s/ Nelson A. Barber                       Senior Vice President and Treasurer (Principal      June 9, 1997
-------------------------
Nelson A. Barber                           Accounting Officer)

/s/ Randall K. Ziegler                     Group President and Director                        June 9, 1997
-------------------------
Randall K. Ziegler

/s/ Randy B. Spector                       President, Chief Operating Officer and Director     June 9, 1997
-------------------------
Randy B. Spector

/s/ Jack H. Nusbaum                        Director                                            June 9, 1997
-------------------------
Jack H. Nusbaum

/s/ Catherine B. James                     Executive Vice President, Chief Financial Officer   June 9, 1997
-------------------------                  and Director (Principal Financial Officer)
Catherine B. James

/s/ Ronald E. Blaylock                     Director                                            June 9, 1997
-------------------------
Ronald E. Blaylock

/s/ Neal F. Finnegan                       Director                                            June 9, 1997
-------------------------
Neal F. Finnegan

/s/ J. Michael Chu                         Director                                            June 9, 1997
-------------------------
J. Michael Chu
INDEX TO EXHIBITS
--------------------------------------------------------------------------------

Exhibit No.    Description of Exhibit

   5           Opinion of Willkie Farr & Gallagher as to the validity of the
               shares to be issued.

   23.1        Consent of Deloitte & Touche LLP.

   23.2        Consent of Willkie Farr & Gallagher (contained in Exhibit 5).

   24          Powers of Attorney (reference is made to the signature page
               herein).