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                                                                   Exhibit 10.24

                              MANAGEMENT AGREEMENT

          This Management Agreement (this "Agreement") is entered into as of the
27th day of September, 1999, by and between ICON Health & Fitness, Inc., a
Delaware corporation ("ICON"), HF Holdings, Inc., a Delaware corporation
("Holdings" and, together with ICON and each of its other direct and indirect
subsidiaries signatory hereto or hereafter becoming party hereto by executing a
counterpart signature page hereof, the "Company") and Gary E. Stevenson
("Stevenson").

          WHEREAS, Holdings was formed for the purpose of effecting an overall
plan to restructure the capitalization of ICON (the "Restructuring"), and
becoming a direct parent of ICON on terms and subject to the conditions of (a)
the Exchange Offer and Consent Solicitation Statement, dated July 30, 1999, as
supplemented, for all outstanding 13% Senior Subordinated Notes due 2002 of
ICON, 15% Senior Secured Discount Notes due 2004 of IHF Holdings, Inc., a
Delaware corporation, and 14% Senior Discount Notes due 2006 of ICON Fitness
Corporation, a Delaware corporation, and (b) the Agreement and Plan of Merger,
dated as of September 27, 1999, among Holdings, HF Acquisition, Inc., a Delaware
corporation, and ICON.

          WHEREAS, Stevenson has provided advisory and other services, and is
providing equity financing (the "Equity Investment"), in connection with the
Restructuring; and

          WHEREAS, subject to the terms and conditions of this Agreement, the
Company desires to retain Stevenson to be available to provide certain
management and advisory services to the Company as requested, and Stevenson
desires to provide such services;

          NOW, THEREFORE, in consideration of the mutual covenants contained
herein, the making of the Equity Investment, and for other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the
parties hereto, intending to be legally bound, hereby agree as follows:

1.   Services. Stevenson agrees that, during the term of this Agreement
     (the "Term"), and separate and apart from any employment arrangement with
     the Company or any continuation of such employment, he will:

     (a)  provide the Company, at its request, with advice in connection with
          the negotiation and consummation of agreements, contracts, documents
          and instruments necessary to provide the Company with financing from
          banks or other financial institutions or other entities on terms and
          conditions satisfactory to the Company; and

     (b)  provide ICON, at its request, with financial, managerial and
          operational advice in connection with its day-to-day operations,
          including, without limitation, advice with respect to the development
          and implementation of strategies for improving the operating,
          marketing and financial performance of ICON.

2.   Payment of Fees. The Company hereby agrees to:

     (a)  pay to Stevenson a fee in the amount of $208,500 in connection
          with the Restructuring, together with reimbursement of the fees and
          disbursements of Hutchins, Wheeler & Dittmar, P.C., counsel to
          Stevenson incurred by Stevenson in connection with the Restructuring
          through the Closing Date (as defined in the Merger Agreement) in
          connection with the Restructuring, such fees and expenses being
          payable by ICON at the closing of the Restructuring or, if the
          Restructuring is not consummated, promptly after the time the Company
          has abandoned the Restructuring; and

     (b)  subject to the terms of the credit agreement from time to time in
          effect providing for working capital financing to ICON, during the
          Term, pay to Stevenson a management fee in an amount not to exceed
          $33,500 per annum, such fee being payable by ICON quarterly in
          arrears, with each payment being made sixty (60) days after the end of
          each fiscal quarter of the Company.

     Each payment made pursuant to this Section 2 shall, at the request of
     Stevenson, be paid by wire transfer of immediately available federal funds
     to such account(s) as Stevenson may specify to the Company in writing prior
     to such payment.

3.        Term. This Agreement shall commence on the Closing Date and continue
          in full force and effect, unless and until terminated by mutual
          consent of the parties, for so long as Stevenson remains available and
          willing to carry on the business of providing services of the type
          described in Section 1, regardless of his continued employment by the
          Company or any affiliate thereof; provided, however, that (a) either
          party may terminate this Agreement following a material breach of the
          terms of this Agreement by the other party hereto and a failure to
          cure such breach within 30 days following written notice thereof, (b)
          Stevenson may terminate this Agreement upon not less than 60 days
          written notice to the Company and (c) the Company may terminate this
          Agreement upon the termination (as opposed to any assignment) of the
          Management Agreement entered into between Bain Capital Partners IV,
          L.P. and the Company, dated an even date herewith; and provided
          further that each of (x) the obligations of the Company under Section
          4, (y) any and all accrued and unpaid obligations of the Company owed
          under Section 2 and (z) the provisions of Section 7 shall survive any
          termination of this Agreement to the maximum extent permitted under
          applicable law.

4.        Expenses; Indemnification.

          (a)  Expenses. The Company agrees to pay on demand all legal expenses
               incurred by Stevenson in connection with this Agreement
               (including all legal expenses incurred in the collection of fees
               hereunder) and in connection with such transactions as are
               approved by the Board of Directors of the Company, ICON or
               Holdings ; provided, however, that Stevenson's right to receive
               payment of any such legal expenses is

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          limited to (i) such expenses being incurred at such time as Stevenson
          is not employed by the Company, and (ii) a total payment to Stevenson
          for such expenses incurred in any one year of no more than $10,000.

     (b)  Indemnity and Liability. In consideration of the execution and
          delivery of this Agreement and the provision of the Equity Investment
          by Stevenson, the companies constituting the "Company" hereby jointly
          and severally agree to indemnify, exonerate and hold Stevenson and his
          agents, advisors and attorneys (collectively, the "Indemnitees") free
          and harmless from and against any and all actions, causes of action,
          suits, losses, liabilities and damages, and expenses in connection
          therewith, including without limitation attorneys' fees and
          disbursements (collectively, "Liabilities"), incurred by the
          Indemnitees or any of them solely as a result of Stevenson's role or
          status as an officer, director or shareholder of ICON, Holdings, IHF
          Capital, Inc., ICON Fitness Corporation, IHF Holdings, Inc., ICON of
          Canada, Inc., ICON International Holdings, Inc., Universal Technical
          Services, and Jumpking, Inc. (collectively, the "Indemnified
          Liabilities"), except for any such Indemnified Liabilities arising on
          account of such Indemnitee's willful misconduct or by reason of any
          agreement to which Stevenson at any time is or was or becomes a party
          in his own individual capacity, and if and to the extent that the
          foregoing undertaking may be unenforceable for any reason, the
          companies constituting the "Company" hereby jointly and severally
          agree to make the maximum contribution to the payment and satisfaction
          of such otherwise payable Indemnified Liabilities which is permissible
          under applicable law.

5.   Assignment, etc. Except as provided below, neither party shall have the
     right to assign this Agreement. Stevenson acknowledges that his services
     under this Agreement are unique. Accordingly, any purported assignment by
     Stevenson (other than as provided below) shall be void. Notwithstanding the
     foregoing, (a) Stevenson may assign all or part of his rights and
     obligations hereunder to any affiliate of Stevenson which provides services
     similar to those called for by this Agreement, in which event Stevenson
     shall be released of all of his rights and obligations hereunder and (b)
     the provisions hereof for the benefit of Stevenson shall inure to the
     benefit of his successors and assigns.

6.   Amendments and Waivers. No amendment or waiver of any term, provision or
     condition of this Agreement shall be effective, unless in writing and
     executed by each of Stevenson and the Company. No waiver on any one
     occasion shall extend to or effect or be construed as a waiver of any right
     or remedy on any future occasion. No course of dealing of any person nor
     any delay or omission in exercising any right or remedy shall constitute an
     amendment of this Agreement or a waiver of any right or remedy of any party
     hereto.

7.   Miscellaneous.

     (a)  Choice of Law. This Agreement shall be governed by and construed in
          accordance with the domestic substantive laws of the State of Delaware
          without giving effect to any choice or conflict of law provision or
          rule that would cause the application of the domestic substantive laws
          of any other jurisdiction.

     (b)  Consent to Jurisdiction. Each of the parties agrees that all actions,
          suits or proceedings arising out of or based upon this Agreement or
          the subject matter hereof shall be brought and maintained exclusively
          in the federal and state courts of the State of Utah. Each of the
          parties hereto by execution hereof (i) hereby irrevocably submits to
          the jurisdiction of the federal and state courts in the State of Utah
          for the purpose of any action, suit or proceeding arising out of or
          based upon this Agreement or the subject matter hereof and (ii) hereby
          waives to the extent not prohibited by applicable law, and agrees not
          to assert, by way of motion, as a defense or otherwise, in any such
          action, suit or proceeding, any claim that such party is not subject
          personally to the jurisdiction of the above-named courts, that it or
          he is immune from extraterritorial injunctive relief or other
          injunctive relief, that its or his property is exempt or immune from
          attachment or execution, that any such action, suit or proceeding may
          not be brought or maintained in one of the above-named courts, that
          any such action, suit or proceeding brought or maintained in one of
          the above-named courts should be dismissed on grounds of forum non
          conveniens, should be transferred to any court other than one of the
          above-named courts, should be stayed by virtue of the pendency of any
          other action, suit or proceeding in any court other than one of the
          above-named courts, or that this Agreement or the subject matter
          hereof may not be enforced in or by any of the above-named courts.
          Each of the parties hereto hereby consents to service of process in
          any such suit, action or proceeding in any manner permitted by the
          laws of the State of Utah, agrees that service of process by
          registered or certified mail, return receipt requested, at the address
          specified in or pursuant to Section 9 is reasonably calculated to give
          actual notice and waives and agrees not to assert by way of motion, as
          a defense or otherwise, in any such action, suit or proceeding any
          claim that service of process made in accordance with Section 9 does
          not constitute good and sufficient service of process. The provisions
          of this Section 7(b) shall not restrict the ability of any party to
          enforce in any court any judgment obtained in a federal or state court
          of the State of Utah.

     (c)  Waiver of Jury Trial. TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW
          WHICH CANNOT BE WAIVED, EACH OF THE PARTIES HERETO HEREBY WAIVES, AND
          COVENANTS THAT SUCH PARTY WILL NOT ASSERT (WHETHER AS PLAINTIFF,
          DEFENDANT, OR OTHERWISE), ANY RIGHT TO TRIAL BY JURY IN ANY FORUM IN
          RESPECT OF ANY ISSUE, CLAIM, DEMAND, CAUSE OF ACTION, ACTION, SUIT OR
          PROCEEDING ARISING OUT OF OR BASED UPON THIS AGREEMENT OR THE SUBJECT
          MATTER HEREOF, IN EACH CASE WHETHER NOW EXISTING OR HEREAFTER ARISING
          AND WHETHER IN CONTRACT OR TORT OR OTHERWISE. Each of the parties
          hereto acknowledges that such party has been informed by each other
          party that the provisions of this Section 7(c) constitute a material
          inducement upon which such party is relying and will rely in entering
          into this Agreement and the transactions contemplated hereby. Any of
          the parties hereto may file an original counterpart or a copy of this
          Agreement with any court as written evidence of the consent of each of
          the parties hereto to the waiver of such party's right to trial by
          jury.

     (d)  Withholding. The Company shall have the right to withhold, from or in
          respect of any payment due to Stevenson hereunder, any federal, state
          or local taxes of any kind required by law to be withheld with respect
          thereto.

8.   Merger/Entire Agreement. This Agreement contains the entire understanding
     of the parties with respect to the subject matter hereof and supersedes any
     prior communication or agreement with respect thereto.

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9.   Notice. All notices, demands, and communications of any kind which any
     party may require or desire to serve upon any other party under this
     Agreement shall be in writing and shall be served upon such other party and
     such other party's copied persons as specified below by personal delivery
     to the address set forth for such party below or to such other address as
     such party shall have specified by notice to each other party or by mailing
     a copy thereof by certified or registered mail, or by Federal Express or
     any other reputable overnight courier service, postage prepaid, with return
     receipt requested, addressed to such party and copied persons at such
     addresses. In the case of service by personal delivery, it shall be deemed
     complete on the first business day after the date of actual delivery to
     such address. In case of service by mail or by overnight courier, it shall
     be deemed complete, whether or not received, on the third day after the
     date of mailing as shown by the registered or certified mail receipt or
     courier service receipt. Notwithstanding the foregoing, notice to any party
     or copied person of change of address shall be deemed complete only upon
     actual receipt by an officer or agent of such party or copied person.


     If to the Company, to it at:

        HF Holdings, Inc.
        1500 South 1000 West Logan,
        Utah 84321
        Attention: Chief Executive Officer

     with a copy, if he is then employed by the Company, to:

        Each member of the Board of Directors (at such addresses to which
notices are sent for meetings of the Board of Directors)

     If to Stevenson, to him at:

        Gary E. Stevenson
        370 Abbey Lane
        Providence, Utah 84332

     with a copy to:

        Hutchins, Wheeler & Dittmar
        101 Federal Street Boston,
        MA 02110
        Attention: Charles W. Robins

10.  Severability. If in any judicial or arbitral proceedings a court or
     arbitrator shall refuse to enforce any provision of this Agreement, then
     such unenforceable provision shall be deemed eliminated from this Agreement
     for the purpose of such proceedings to the extent necessary to permit the
     remaining provisions to be enforced. To the full extent, however, that the
     provisions of any applicable law may be waived, they are hereby waived to
     the end that this Agreement be deemed to be a valid and binding agreement
     enforceable in accordance with its terms, and in the event that any
     provision hereof shall be found to be invalid or unenforceable, such
     provision shall be construed by limiting it so as to be valid and
     enforceable to the maximum extent consistent with and possible under
     applicable law.

11.  Disclaimer and Limitation of Liability.

     (a)  Disclaimer. Stevenson makes no representations or warranties, express
          or implied, in respect of the services to be provided by him
          hereunder.

     (b)  Standard of Care. Neither Stevenson nor any other Indemnitee shall be
          liable to the Company or any of its affiliates for any act, alleged
          act, omission or alleged omission suffered or taken by Stevenson
          hereunder or any other Indemnitee hereunder that does not constitute
          willful misconduct.

     (c)  Limitation of Liability. In no event will either party hereto be
          liable to the other for any indirect, special, incidental or
          consequential damages, including lost profits or savings, whether or
          not such damages are foreseeable, or in respect of any liabilities
          relating to any third party claims (whether based in contract, tort or
          otherwise) other than the Indemnified Liabilities to the extent
          provided in Section 4(b), relating to the services to be provided by
          Stevenson hereunder.

     (d)  Employment Agreements. Neither (i) this Agreement, as the same may be
          amended from time to time, or the performance by Stevenson of any
          services hereunder, nor (ii) any investment by Stevenson in HF
          Investment Holdings, LLC ("HF LLC"), a Delaware limited liability
          company, or the performance by Stevenson of any services under the HF
          LLC Limited Liability Company Agreement, as the same may be amended
          from time to time, shall constitute a violation of any employment
          agreement between Stevenson and Holdings, ICON or the Company, or any
          of their affiliates, including, but not limited to, the Employment
          Agreement between Stevenson and the Company, dated an even date
          herewith, as the same may be amended from time to time.

12.  Counterparts. This Agreement may be executed in any number of counterparts
     and by each of the parties hereto in separate counterparts, each of which
     when so executed shall be deemed to be an original and all of which
     together shall constitute one and the same agreement.




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     IN WITNESS WHEREOF, each of the parties has caused this Agreement to be
executed on its behalf as an instrument under seal as of the date first above
written by its officer or representative thereunto duly authorized.

THE COMPANY:                               HF Holdings, Inc.

                                           By /s/ S. Fred Beck
                                              ----------------
                                              Name: S. Fred Beck
                                              Title: CFO, V.P. and Treasurer

                                           ICON HEALTH & FITNESS, INC.

                                           By /s/ S. Fred Beck
                                              ----------------
                                              Name: S. Fred Beck
                                              Title: CFO, V.P. and Treasurer

STEVENSON:

                                           /s/ Gary E. Stevenson
                                           ---------------------
                                           Gary E. Stevenson