SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-Q/A

                                 AMENDMENT NO.1

           [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended June 25, 1997

                                       OR

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

             For the transition period from ________ to ___________

                        Commission file number: 000-28590


                              Fine Host Corporation


          Delaware                               06 - 1156070
(State or other jurisdiction of               (I.R.S. Employer
 incorporation or organization)               Identification No.)

                             3 Greenwich Office Park
                               Greenwich, CT 06831
                                (203) 629 - 4320


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.                   Yes   X      No


The Registrant had 9,045,444 shares of common stock, $.01 par value, outstanding
as of August 8, 1997.







                              FINE HOST CORPORATION

                           PART II - OTHER INFORMATION



Item 4.         Submission of Matters to a Vote of Security Holders

The 1997 Annual Meeting of Stockholders of Fine Host Corporation(the "Company")
was held on May 23, 1997. At the meeting the stockholders acted on the
following matters:

1.    Election of two directors, each for a term of three years;
2.    Approval of amendments to the Company's Amended & Restated 1994 Stock 
      Option Plan;
3.    Approval of the 1997 Long-Term Incentive Compensation Plan;
4.    Approval of the 1998 Annual Incentive Compensation Plan; and
5.    Ratification of the appointment of Deloitte & Touche LLP as the Company's
      independent auditors for the 1997 fiscal year;

The results of the voting on these matters were as follows:

          Matter                           For          Withheld

1.    Election of two directors, 
      each for a term of three years:

       Jack H. Nusbaum                  7,069,280        188,525
       Randy B. Spector                 7,077,980        179,825


          Matter                           For          Against        Abstain

2.  Approval of amendments to the 
    Company's Amended & Restated
    1994 Stock Option  Plan             4,604,406      2,081,797         475
3.  Approval of the 1997 Long-Term 
    Incentive Compensation Plan         6,680,478          6,400         600
4.  Approval of the 1998 Annual  
    Incentive Compensation Plan         6,682,141         11,900       2,000
5.  Ratification of the appointment 
    of Deloitte & Touche LLP as the
    Company's independent auditors 
    for the 1997 fiscal year            7,255,405          2,300         100













                                    SIGNATURE


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

Fine Host Corporation

By:  /s/ Nelson A. Barber
Nelson A. Barber
Senior Vice President and Treasurer
(Duly Authorized Officer and Principal Accounting Officer)

Date:   October 1, 1997