SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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

FORM 8-K/A

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

DATE OF REPORT: July 6, 2001
(Date of the earliest event reported)

Home Products International, Inc.
(Exact name of registrant as specified in its charter)

Delaware
--------------------
(State of Incorporation)

0-17237 36-4147027
(Commission File Number) (I.R.S. Employer
Identification No.)

4501 West 47th Street
Chicago, IL 60632
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (773) 890-1010

This Form 8-K/A is being filed to include the pro forma financial information
omitted from the Current Report on Form 8-K filed on July 18, 2001 by Home
Products International, Inc..

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
- ------------------------------------------

a) Financial statement of businesses acquired.
Not applicable.

b) Pro forma financial information.

The following unaudited pro forma condensed financial statements reflect
adjustments to the historical consolidated balance sheet and statements of
operations of Home Products International, Inc. (the "Company") to give effect
to the divestiture of its Plastics Inc. product line.

The unaudited pro forma condensed statements of operations for the thirteen-
weeks ended March 31, 2001 and for the fifty-three weeks ended December 30, 2000
assume the divestiture was effected as of December 26, 1999.

The unaudited pro forma condensed balance sheet as of March 31, 2001 assumes the
divestiture was effected as of March 31, 2001.

The following unaudited pro forma condensed financial statements have been
prepared from, and should be read in conjunction with, the Company's historical
consolidated financial statements and notes thereto. The following unaudited pro
forma condensed statements of operations are not necessarily indicative of the
results of operations that would have occurred had the divestiture occurred on
December 26, 1999, nor are they necessarily indicative of the future operating
results of the Company after the divestiture.

Home Products International, Inc.
UNAUDITED PRO FORMA CONDENSED STATEMENTS OF OPERATIONS
(in thousands, except for share data)

Actual Pro Forma
Fifty-Three Fifty-Three
Weeks Ended Weeks Ended
December 30, Less Pro Forma December 30,
2000 Divestiture Adjustments 2000
------------ ----------- ----------- ------------

Net sales............................ $297,048 $39,483 $ - $257,565
Cost of goods sold................... 235,144 23,142 - 212,002
Special charges, net................. 1,920 - - 1,920
-------- ------- ------ --------
Gross profit....................... 59,984 16,341 - 43,643
Operating expenses................... 39,382 7,408 - 31,974
Amortization of intangibles.......... 5,350 996 - 4,354
Restructuring and other charges...... 10,482 - - 10,482
Asset impairment charges............. 53,348 - - 53,348
-------- ------- ------ --------
Operating loss..................... (48,578) 7,937 - (56,515)

Interest expense..................... (22,363) - 6,489 (a) (15,874)
Other income (expense)............... (467) (128) - (339)
-------- ------- ------ --------
Loss before income taxes (71,408) 7,809 6,489 (72,728)

Income tax (expense) benefit......... (103) - - (103)
-------- ------- ------ --------

Net loss............................. $(71,511) $ 7,809 $6,489 $(72,831)
======== ======= ====== ========

Net loss per share - Basic........... ($9.77) ($9.95)

Net loss per share - Diluted......... ($9.77) ($9.95)

Weighted average common shares
Outstanding:
Basic 7,323 7,323
Diluted 7,323 7,323

See Note 2 for description of pro forma adjustments.

Home Products International, Inc.
UNAUDITED PRO FORMA CONDENSED STATEMENTS OF OPERATIONS
(in thousands, except for share data)

Actual Pro Forma
Thirteen Thirteen
Weeks Weeks
Ended Ended
March 31, Less Pro Forma March 31,
2001 Divestiture Adjustments 2001
--------- ----------- ----------- ---------

Net sales................................ $64,126 $7,131 $ - $56,995
Cost of goods sold....................... 49,918 4,656 - 45,262
Special charges, net..................... 110 - - 110
------- ------ ------ -------
Gross profit........................... 14,098 2,475 - 11,623
Operating expenses....................... 9,299 1,632 - 7,667
Amortization of intangibles.............. 929 249 - 680
Restructuring and other charges.......... 2,483 - - 2,483
------- ------ ------ -------
Operating profit....................... 1,387 594 - 793

Interest expense......................... (5,479) - 1,595 (a) (3,884)
Other income (expense)................... 76 - - 76
------- ------ ------ -------
Loss before income taxes (4,016) 594 1,595 (3,015)

Income tax (expense) benefit............. (67) - - (67)
------- ------ ------ -------

Net loss................................. $(4,083) $ 594 $1,595 $(3,082)
======= ====== ====== =======

Net loss per share - Basic............... ($0.55) ($0.41)

Net loss per share - Diluted............. ($0.55) ($0.41)

Weighted average common shares
Outstanding:
Basic 7,429 7,429
Diluted 7,429 7,429

See Note 2 for description of pro forma adjustments.

Home Products International, Inc.
UNAUDITED PRO FORMA CONDENSED BALANCE SHEETS
(in thousands)

Actual Pro Forma
March 31, Less Pro Forma March 31,
2001 Divestiture Adjustments 2001
--------- ----------- ----------- --------

Current assets:
Cash and cash equivalents.......................... $ 2,392 $ - $ - $ 2,392
Accounts receivable, net........................... 43,590 2,633 - 40,957
Inventories, net................................... 28,760 4,155 - 24,605
Prepaid expenses and other current assets.......... 3,332 115 - 3,217
-------- ------- -------- --------
Total current assets........................... 78,074 6,903 - 71,171
-------- ------- -------- --------
Property, plant and equipment, net.................... 54,995 9,066 - 45,929
Intangibles, net...................................... 116,017 36,900 - 79,117
Other assets.......................................... 11,916 - (749) (b) 11,167
-------- ------- -------- --------
Total assets....................................... $261,002 $52,869 $ (749) $207,384
======== ======= ======== ========

Current liabilities:
Accounts payable................................... $ 18,987 $ 1,552 $ - $ 17,435
Accrued liabilities................................ 34,647 2,029 1,555 (c) 34,173
Current portion of long term debt.................. 7,058 - (6,500) (d) 558
-------- ------- -------- --------
Total current liabilities...................... 60,692 3,581 (4,945) 52,166
-------- ------- -------- --------
Long-term obligations................................. 215,764 - (61,576) (d) 154,188
Other liabilities..................................... 3,070 - - 3,070
Stockholders' equity (deficit):
Common stock....................................... 86 - - 86
Additional paid-in capital......................... 49,811 - - 49,811
Accumulated deficit................................ (61,325) 49,288 65,772 (e) (44,841)
Common stock held in treasury...................... (6,528) - - (6,528)
Deferred compensation.............................. (568) - - (568)
-------- ------- -------- --------
Total stockholders' (deficit).................. (18,524) 49,288 65,772 (2,040)
-------- ------- -------- --------
Total liabilities & stockholders' (deficit)........ $261,002 $52,869 $ (749) $207,384
======== ======= ======== ========

See Note 2 for description of pro forma adjustments.

NOTE 1. BASIS OF PRESENTATION

The unaudited pro forma condensed financial statements are based on the
Company's historical financial statements after giving effect to the adjustments
and assumptions described below. The Company employs accounting policies that
are in accordance with accounting principles generally accepted in the United
States. The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and the
disclosure of contingent assets and liabilities at the date of the financial
statements, and the reported amounts of revenues and expenses during the
reporting period. Ultimate results could differ from those estimates. In the
opinion of management, the unaudited pro forma condensed financial statements
include all adjustments necessary to present fairly the financial position and
results of operations of the Company.

NOTE 2. PRO FORMA ADJUSTMENTS

The Company estimates that the after-tax gain on the sale of the Plastics Inc.
product line would be approximately $16.5 million, including transaction fees
and costs incident to the divestiture, based upon an assumed effective date of
March 31, 2001. These expenses are reflected in the unaudited pro forma
condensed balance sheet as a reduction of retained earnings as of March 31,
2001. These expenses will be recorded in the Company's historical financial
statements for the quarter ended September 29, 2001 and are not reflected in the
unaudited pro forma condensed statements of operations. The estimate of the gain
and charges is based on the information currently available to management.

The unaudited pro forma condensed financial statements reflect the following pro
forma adjustments:

(a) Reflects the reduction of interest expense based upon an assumed
December 26, 1999 retirement of debt from the proceeds of the Plastics
Inc. product line divestiture.

(b) Reflects write-off of deferred financing costs relating to the
retirement of debt from proceeds of the Plastics Inc. product line
divestiture.

(d) Reflects the retirement of debt from the proceeds of the divestiture
of the Plastics Inc. product line and related agreements, net of
transaction costs and other related costs.

(e) Reflects reversal of consolidating entries partially offset by the
impact of the gain on the sale of the Plastics Inc. product line. The
$16,484 gain includes the $71,250 purchase price, net of the related
transaction costs, accrued legal, accounting and other costs incident
to the divestiture and the assets purchased and liabilities assumed by
the buyer of Plastics, Inc. product line, A & E Products Group LP.

c) Exhibits.

2.1 Asset Purchase and Sale Agreement dated as of June 6, 2001 among Home
Products International-North America, Inc., A & E Products Group LP,
Tyco Plastics Services AG and Tyco (US) Holdings Inc. (incorporated
herein by reference to Exhibit 2.1 of Current Report on Form 8-K filed
by Home Products International, Inc. with the Securities and Exchange
Commission on July 18, 2001).

10.1 Third Amendment, dated as of June 29, 2001, to the Amended and
Restated Credit Agreement, dated as of September 8, 2001, among Home
Products International, Inc., the several banks and other financial
institutions or entities from time to time parties thereto, and The
Chase Manhattan Bank, as administrative agent (incorporated herein by
reference to Exhibit 10.1 of Current Report on Form 8-K filed by Home
Products International, Inc. with the Securities and Exchange
Commission on July 18, 2001).

99.1 Press release of Home Products International, Inc. dated July 9, 2001
(incorporated herein by reference to exhibit 99.1 of Current Report on
Form 8-K filed by Home Products International, Inc. with the
Securities and Exchange Commission on July 18, 2001).

99.2 Press release of Home Products International, Inc. dated July 11, 2001
(incorporated herein by reference to exhibit 99.2 of Current Report on
Form 8-K filed by Home Products International, Inc. with the
Securities and Exchange Commission on July 18, 2001).

SIGNATURES

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

Home Products International, Inc.
By: /s/ James E. Winslow
----------------------
James E. Winslow
Executive Vice President
And Chief Financial
Officer

Dated: July 27, 2001